Ben 10: Devilverse: Adventures of the Ultimate pawn
by krrish0oooo75
Summary: REdo of previous story, Ben 10 clashed with Malware one last time but couldn't defeat the sinsiter Malware. As he was being absorbed into the Malware, Ben uses self destruct to finish Malware off as a final suicidal attack. However Dying was never an option . Based on Blake zephyr's story
1. Chapter 1

**_Ben's POV_**

_Crimson…_

_The first color which ever crossed my eyes as I fell into this unknown land…_

_And the last color I saw before I lost myself in the pitch-black darkness…_

_When I looked closer, past the strands of her hair, which was dyed by the color of the red sunset-_

_-The same color as the blood which ran across my wounds…_

_I saw her blue, soulful and gentle eyes…_

"_Beautiful…" I muttered…_

_I closed my eyes, as Finally my conscious left_

Whoa what the heck did you get yourself into Ben 10?

**Flashback (2 hours ago)**

Benjamin Kirby Tennyson. A name that we all know, the wielder of the awe inspiring Ultimatrix who has just turned 17 couple of months ago . Many things have changed since last year, like the team having been disbanded because Gwen and Kevin wanted to return to normal , during this time-frame found some new ultimate forms. A very heartbreaking break up with Julie wore on Ben more than he'd like to admit. It took noticeable time for Ben to adjust after that but he finally let go of it because it's life you can't get everything you like .

Now handling fan girls, fighting villains old and new, dealing with the still annoying Will Harangue, stopping criminals both alien and human, recovering from his nasty break up with Julie, Ben was busier than ever. It was safe to say that he grew up and became more mature now, his egoistic and cocky attitude have lessened to much more satisfactory levels, as had his infamous overconfidence but they are still present(and always will be). It won't be too much to say even without the ultimatrix he was quite better. After that summer trip on which Ben got the omnitrix, He always got unofficial plumber training from Grampa Max and Granduncle Gordon or Cousin Joel. Gwen taught him martial arts and Kevin taught him street brawling. Not to forget all those things he picked up from the spars with Rook and brawling experience he had with aliens like **Fourarms **and **Kickin Hawk**

So now what did he do in the last year. Well he was as busy as a bee . There was a new villain named Khyber the huntsman. The most dangerous and skillful among Ben's enemies. Also there was a evil **Brainstorm** who created a device which contained the predators of most of the aliens Ben could turn into. Not to forget his old enemy Malware also joined forces with them cornering our hero in one of his most tough situation. Dr Psychobos and Malware invented this device not only for humiliating Azmuth but also to hunt the wielder of ultimatrix and kill him.

The nemetrix was a device which contained the non sentinel predatory species of the omnitrix aliens so it could only be wore by a non sentinel. That's why Khyber gave the nemetrix to his dog also Ben came to know that Khyber was chasing him since he was 11 years old. Every situation was against our hero but then he was not alone. Rook Blonko proved to be a very good partner in a lot of very critical situations. Rook Blonko was assigned to him by his gram pa. Rook Blonko was a topper of plumber academy and he was the best, but less experienced. Ben Tennyson was the most experienced , Rook was the most trained .Together they made a powerful team.

Despite having the advantage every time Khyber attacked Ben and Rook forced him to retreat. Ultimate forms really came handy in the tough times. Thanks to Ben's advanced intuition and intuitive aptitude no matter what form Khyber's dog came with, in the end it got beaten.

Azmuth wanted to give new omnitrix to Ben but the ultimatrix somehow refused to leave him .No matter how much they tried to remove it, They couldn't. Not that Ben was complaining because the ultimatrix really came handy against Khyber and his dog.

Just when things weren't in their favor Khyber betrayed Psychobos and escaped with the nemetrix. But that didn't matter because Ben had beaten him every time he attacked him. His whereabouts are still unknown. Psychobos faced Azmuth for a final one on one and got captured. But the real problem appeared. The one named Malware. Ben, Gwen and Kevin teamed up once again alongside Grampa Max to stop the destruction of Galvan planet.

Malware destroyed Galvan B and used its pieces to infect Galvan Prime. Azmuth tried to reason with Malware by telling him that there is still time for him to stop and they can work together to make him whole. However, the planet defenses attacked Malware which caused him in his insanity to believe that Azmuth was trying to deceive him.

"Aha I did it again" **Ultimate** **Waybig **cheered and pumped his fists in the air

"Umm...I dunno buddy. It's never that easy" Kevin sighed as he absorbed some of the metal on Way Big's shoulder

"Oh come on buddy. I stomped over him, There is no way he could have survived . You go and search for everyone else while I handle the situation here" **Ben **replied with a groan. Kevin sighed but he quickly followed Ben's order and jumped off his shoulder

"Alright Mal I have got you now finally" Ben growled as he stomped over Malware several times trying to crush him under his feet. But towards his annoyance the Malware's part started forming on Ben's feet

"Oh no not this time bastard" **Ben **yelled as he got the black goo off his leg after much effort

"You are a fool Ben 10" A malicious voice said from behind

" Not again" Ben sighed as powerful punch smacked him on the ground

"You can never defeat me Tennyson" Malware smirked as he threw his body parts towards Ben. Ben quickly rolled out of the way and pulled his hands forward in a circular motion " This is a good bye Mal"

A powerful cosmic ray was fired towards Malware destroying his body part and smashing him on a ground with a large thrust.

"Feh, Finally that bastard is gone now" Ben sighed and walked over towards Malware's remains but he didn't know that it was far from over yet.

"Arghh...What?" Ben growled as his feet was absorbed into black liquid. Ben's eyes widened in horror as he looked in front of him

"He he he your loyalty towards Azmuth had bought you to your end. Good bye Ben 10" Malware barked as he completely absorbed Ben**'s**body

**Inside Malware**

"Arghh...Where am I?" Ben groaned as he found himself inside a red bubble. He looked around him . There were a lot of things . Ben was able to recognize a few of them. Like proto tool , A plumber weapon, Proto truck...His eyes widened as the realization hit him. Damn! he was inside Malware's guts

"I gotta do something" Ben growled as he tried to activate his omnitrix but no matter how many times he tried he couldn't move even a finger of his

"Damn! I am totally helpless now" Ben sighed and closed his eyes. This was bad. Really bad. He was the hero. He gotta do something but the question was How? and what?

"The omnitrix...It had got a self destruct system. Yeah, How did I forget it?. If I allow it get charged for 4 or 5 minutes the explosion will be more than able to destroy an entire planet . If I charge it for 3 minutes ...BOOM...Malware will be gone .forever...and me too" Ben said to himself as a tear rolled over his cheek

"Mom , Dad, Grampa, Gwen, Kevin, Rook, Easter ...and Julie even though we are not together now I will always miss you guys and I am sorry I have to leave this early. I hope I made you proud Grampa and Azmuth" Ben closed his eyes with a smile

"I hope this command still works in the new omnitrix. Omnitrix, self-destruct in 230 seconds, command code 0, 0, 0, destruct, 0"  
" Destruct sequence completed and engaged. Detonation in T-230 seconds"

"230"

"229"

" "

" "

" "

" "

"2 "

"Yippi ke yay Mal bastard" Ben chuckled

"1"

"BOOOOOOOOOOOOOOOOM"

With a large explosion every part of Malware was scattered on the Galvan prime. Azmuth's eyes turned watery as the realization hit him. Grampa Max turned towards Azmuth and said " What was that Azmuth?"

"Ben...He used the self destruct. He sacrificed himself to save all of us. Even though he was an immature kid he was a true hero" Azmuth spoke in shaken voice

"NOOOO. It isn't true. He can't die" Grampa Max

"Benjamin Tennyson...Even though somethings about him were exaggerated but still he was a one man army. Lived like a legend, Died like a hero" Rook sobbed as he saluted his fallen comrade

Gwen didn't took this well. She started sobbing uncontrollably and fell on ground. Kevin tried to comfort her but he too was caught in a grave grief

"Ben...He...was a hero. Hero's don't die ..Kevin..." Gwen spoke in between her sobs

"I hope so Gwen...I really hope so" Kevin spoke with teary eyes

But was that possible? Was Ben really dead? or there was something else. Like in the stories and comics in our real life too everything turns out alright in the end and if that's not happening...the story is far from over my friend..far far from over

As the explosion took place Ben heard nothing. Only thing he could feel was pain. His every sense had became pain in a way. The next thing he knew was that a bright green light engulfed him . Darkness from all sides were surrounding him . Ben felt every part of his body ripped away. He wanted to scream but he couldn't . He was pretty sure he screamed in absolute agony. Yet, he could not hear his own screams. This caused his mind to be unable to piece anything coherent together. He groped the air, and wondered if this was really his death

Time once again crawled to a near stop.

The throbbing pain in his body started increasing. He felt as if he was stabbed by a lot of daggers or shot by a bullet. The yells ceased after several spine chilling moments.

Another wave of green blinding light engulfed him, and this time Ben blacked out completely from what occurred. His mind shut down. He wondered if this was what the end was supposed to be like.

There was nothing, but black. For a moment Ben felt like he was going through a very tiny tube

Ben had no sense that he ever existed for the next several moments.. Finally what it seemed like hours to Ben, He saw light Peaceful respite flooded his body as he was pulled free from the world of pain. The burnt bruised wielder of the Ultimatrix opened his eyes and cursed

He was 2000 feet up in the sky and he was falling. For a moment he cursed, If he was dead then why was he feeling pain? Also why the Ultimatrix was still on his wrist? How can a man die two times in a day? . Despite increasing momentum he managed to grab on a hold on his watch and smacked the dial. He refused to die a death like this. A bright green flash engulfed the area

**Cannonbolt** appeared in his place and curled himself like a ball, Dashing towards the ground with increased momentum

**BAAM**

The curved yellow ball smashed on the surface, Crashing on the ground like a powerful meteor. Ben hoped he was not crashed in a some sort of city, It would have caused much damage then he thought . He rolled around to regain his balance causing a massive shockwave and a dust cloud. Finally the adrenaline wore off and the feeling of pain and exhaustion took over as Ben managed to stop. With a bright green flash Ben reverted back to his human form, lying on ground.

"May be this... time, I will... need to get admitted into a hospital" He said to himself as he found himself unable to stand up or even move his hand, His eyes widened as the dust cloud around himself covered revealing a crimson haired girl with Black, leathery wings. She had blue eyes which were outstanding... Ben closed his eyes. There was something good in this nightmarish day afterall. He got to see the prettiest girl he had ever saw

"_Beautiful..." _ Ben muttered with a smile for one last time before the pitch black darkness got him.

…wake…

…up…

Wake…up…

"Wake up! Wake up! If you don't wake up…I'm going to… Kiss you!" Ben forced his eyes open.

The annoying voice of a girl kept repeating the same line over and over again in japanese. Ben rubbed his tired eyes, and took in the view. He brought his upper body up, and looked around. He was in a foreign room. An open window was situated beside the bed He was in. Odd things littered the disorderly room, but He felt cozy, due to the fact that His house was also untidy and disorderly

Different magazines with naked girls on the cover were scattered everywhere. Likewise, the walls were plastered by pictures of curvaceous and semi-nude women. Ben sighed, Absolutely This was a guy's room. It was not a bad thing to have two or three of them but having such collection meant that guy seriously thought from the other part than his brain. Hormones.

"Universal translator activate" Ben spoke as he brought the ultimatrix closer

"**Command accepted, Activating Universal translator" **The mechanical voice replied giving a green glow. Ben sighed. He could guess once again the ultimatrix saved him from apparent suicide. Where the hack was he? Did the explosion sent him to Japan?. Who was the pretty girl he last saw?

"Wake up! Wake up! If you don't wake up…I'm going to… Kiss you" Ben groaned once again as the alarm clock broke his thoughts once again. He looked at it curiously, . A screen was showing a picture of a moving naked girl on it. He let out a sigh, Now he was getting a bad feeling about the owner of this room

"Oh-you're awake. Neat alarm clock, right?" A voice echoed in the room causing Ben to look at the doorway. He saw a teenage boy, probably his age, leaning on the door frame with his hands crossed, and a displeased look written on his face. He had unkempt, short brown hair, brown eyes and in Ben's personal opinion, a very perverted looking face.

"Where am I? and Who the hell are you? Dude!" Ben groaned and threw the alarm clock at him " What kind of weird alarm clock you are using?"

"Hey! What the hell man?! Don't go throwing other people's stuff…" He cradled the object in his arms and started crying.

"Did he hurt you? It's alright, I'm right here…" . Ben growled with annoyance_" What the hell was up with this guy? He's treating that object as if it was a real girl"_ He said to himself .

"Now-get the hell off my bed! I keep wishing for girls to sleep with me, and instead, I get a guy!" The boy shouted with a nasty glare. Ben slowly got up, and noticed that he was completely naked. He panicked and froze. Such humiliation for great Ben 10!

"GRAAH...WHO TOOK MY CLOTHES? " Ben yelled

"Gaaaah! C-C-Cover yourself, dammit! I want oppai, not your tea twig!" T he boy kept screaming like a girl. Ben shrugged, quickly using the bed sheets and blanket to cover himself up. Finally, the other boy settled down and took his hands of his face. He breathed in to compose himself, and started mumbling.

"Man, if only that beautiful Onee-sama didn't ask me to, I would've left you to rot… Fucking good-looking guy… I hate good-looking guys…" Ben caught every word which he was muttering. He looked at him again, and pointed to a table drawer.

"There's a note for you there. I placed some spare clothes for you to wear on the chair with your Jacket… After you're done changing, get out! Got it?!" With that, he walked out and slammed the door. Ben , on the other hand, was entirely confused.

He, A celebrity popular on all over the universe, The superhero was humiliated by a boy.

Ben paced back and forth, and after some thinking, decided to put on some clothes. He still had no idea where he was, and his only lead to getting back was the red haired girl He saw. After changing, He checked himself out on a nearby mirror. The black shirt and blue jeans which the jerk prepared fitted perfectly. He put up his trademark jacket on and slid his feet on a pair of sports shoes .

"Alright, Gwen, Kevin, Rook...Blukik , Driba...anyone pick up" Ben dialed up the Ultimatrix to make a call to the base, However towards his surprise nothing happened. He dumbfounded, Cause the Ultimatrix was still intact and he should be able to call plumbers even if he was on some other planet. It was fucking impossible that his ultimatrix wasn't able to contact any plumber's badge. It even worked in Null void so why it wasn't working now. He took out his original plumber's badge from his pocket and he was about to activate the UGPS ( Universal Global Positioning System)...

"The communication systems won't work Ben" Suddenly a familiar voice echoed . Ben turned around only to see his time travelling ally standing in front of him

"Professor Paradox what are you doing here? Where am I? " Ben panicked

"Because you are in an alternate reality Ben"

"Alternate reality?"

"The Ultimatrix managed to save you and itself from death despite causing a massive explosion which killed Malware, but it sent you on a different dimension. The one in which plumbers and Ultimatrix don't exist" Paradox replied

"Alright then. You are a master of this space- dimension crap. Get me out of here" Ben said

"It's not as easy as you think" Paradox replied

"What do you mean by that?" Ben snapped

"The energy wave Ultiamtrix left its causing difficulties for me to cross over into realities where you don't exist" Paradox scowled as his image became blurry " Besides this Dimension is ruled by the Great Red Which is beyond cross time which have physics I don't like. If your Ultimatrix didn't has the latest update from Azmuth which made him independent from Codon stream you wouldn't be able to use it here. Pulling you out of here is near impossible now for anyone. I am sorry Ben" Paradox spoke in a low tone

"SORRY? I nearly gave up my entire life to save people and you are SORRY. COME ON DO SOMETHING" Ben clenched his fists and yelled at Paradox

"I will try my best but I can't give you any false hope. " Paradox spoke with a bit strained voice then he put his hand on Ben's shoulder then said" Still never give up Ben. Hope for the best"

"This is a prank right, A big prank? " Ben asked with hope. Paradox closed his eyes, For the first time Ben could see sadness on his face, For the first time Paradox had teary eyes, Devoid of life

"I wish you luck, Master Tennyson. Live well" Paradox patted him once last time before fading out of existence. Ben groaned once again then an idea flashed into his mind. He had Alien X. Using it was risky but still he was willing to take the bet. If he had luck on his side he would be able to convince Belllicius and Selena once again. Ben took a long breath and activated the omnitrix. His eyes widened as he went through aliens. Crap! He didn't has Alien X and Atomix now. It seemed every other alien was there except those two but those two were gone. Their symbol never popped up no matter how many time Ben shuffled the ultimatrix

"Good. Now, what do I do?" Ben sighed getting tired from himself. He was honestly amazed with myself, because he managed to keep himself from panicking in such situation. Even Paradox was serious this time. Even Paradox was almost crying...

…...

"Fuuuuuuuuuuuck! Where the hell aaaaaaaaaam IIIIIIIIIIIIII" He grabbed his head- and then, started panicking. He was in serious trouble. He looked out of the window, and saw houses lined up next to each other. A paved road separated this side from the other, and trees were planted near gateways. Judging from the landscape, It looked quite familiar but he wasn't in his home anymore

"Cool down Ben. Don't panic. Think outside the box" Ben took a long breath once again and looked at the sky . He wasn't the one to give up. He will find a way to return to his home, He will return to his family and nothing would stop him. He was the BEN 10

Oh yeah! He suddenly remembered the note, and went to the table . As he spiled the contents of drawers He saw more pictures of nude women, but He disregarded them for now. He found a sealed envelope and turned it over. He read the address-

"To the cute, Emerald eyes boy…" Ben dumbfounded , and tore it open. Seeing as he was the only emerald eyed guy in the room, Inside it was a map. He stared at it closely, and found a section with a large X mark on it. An arrow was pointing over to it, with words stating "go here as soon as you can." He folded the map and dialed up the ultimatrix

"It's hero time" And with that a bright green flash engulfed the area

...

"Kuoh Academy, huh…" Ben stared at the sign in front of me.

_This must be it then… _ He said to himself and started walking inside

After walking for a while, Ben realised this was some sort of highschool , The girls wore white long-sleeved, button-down shirts with a black ribbon on the collar, complete with black shoulder capes and matching button-down corsets, and finally, magenta skirts with white accents. The boys, on the other hand, wore black blazers with white accents, while some only had white, long-sleeved dress shirts with a black ribbon on the collar . Howver Girls were comparatively larger in number than boys. Ben felt amused as no one paid any attention to him, It felt different. If this was really Earth he would be covered with press and girls all over. He remembered once he had to transform only to stop his cloths getting torn by female fans . Being popular was awesome but being ordinary...was not bad too

A lot of people gave him weird looks as he stood different due to his cloths. However Ben brushed them off and continued walking.

He reached the area marked on the map. It was an old building, battered and worn out compared to the rest. He was completely alert, due to the weird atmosphere the building was giving off. He slowly approached the door with caution.

He knocked thrice.

…No answer.

He hammered the door even harder.

…Still no answer.

He hammered the door thrice once again with more force

...still no answer

Ben looked around, No one was there. He slammed the dial of Ultimatrix. With a bright green flash **Kickin Hawk ** stood in his place. If Ben was in good mood , He would have used Ghostfreak or Amphibian to phase through it but right not he was,...borderline pissed

BAAAM

With one kick, The Door was smashed inside breaking into multiple pieces. Behind it, He saw a short girl with medium length white hair and hazel colored eyes. She wore the same thing as the girls He passed by, save for the cape, and her face was unnaturally expressionless. Ben reverted back to his human form quickly.

"…Buchou is going to be mad."

"Huh" Ben dumbfounded, Here he transformed just infront of her and she wasn't even showing an expression. That was uniquely strange

She beckoned Ben to follow her, and He was led towards a room with weird symbols on the door. The little girl knocked, and opened the door to let him in. Before He went inside, He managed to see the sign, which read- "Occult Research Club."


	2. Chapter 2

Ben's eyes widened as he entered with the small inside was quite nice-the floor was paneled with wood, and several comfortable looking couches and chairs were positioned beside the walls. On one side, a curtain obstructed something, and the sound of rushing water could be heard from inside. Painted on the floor was another symbol of sorts. A table was positioned in front of a nearby window, and on the desk were stacks of paper.

"…I have brought the guest." The little girl spoke to the other side of the curtained area. The gushing water stopped, and after a few moments, a beautiful girl stepped out. Ben's eyes widened as he examined the pretty girl

Her black hair-which was still wet, was put up in a long ponytail, which nearly reached the floor. Her clothing consisted of the same material as the little girl, but she, like the females he passed by, was already wearing a cape. She placed a hand on her mouth, as her purple eyes focused at me.

"Ara, ara… He's quite cute…" … Ben slightly flushed, realising that girl was talking about him

"…Is buchou present?"

"She left a while ago… Something about taking care of the necessary paperwork for his transfer..." The Black haired girl replied

"…I see. Then, I shall go now… The door needs to be fixed." The little girl bowed politely, and quickly glared at Ben , before excusing herself outside.

The black haired girl walked over to Ben . She stopped and looked at him from head to toe. She was pretty tall, seeing as He was only a few inches taller than her, and she kept emitting a hissterious aura, which kept him on guard.

"Is there a problem?" Ben asked while scratching his head sheepishly. Her purple eyes fixed themselves back at mine.

"Ufufu. You need to change into your school uniform… Classes are starting, you know?"

After being forced to take a shower, Ben stepped out of the bathroom and put on the clothes prepared for him. It was the same thing the guys he passed by wore. However he decided to play the game as he had nothing better to do. 30 minutes ago he used Jetray to travel the whole Globe and It was clearly visible that there was no Ben 10 , No plumbers and No aliens here

He left the coat and dress shirt unbuttoned; exposing the black shirt he wore underneath. For the first time he wasn't wearing his trademark jaket. and it felt...Weird. The pretty girl carried a tray filled with delicious looking food. The aroma which came from the plates made his stomach grumble. Speaking of which, He hasn't had breakfast yet due to an extremely busy day…

"Ara, ara. It looks like you're hungry." The pretty girl spoke with a smile, Which kinda made Ben feel uneasy. He shook his head but his stomach betrayed him once again. She giggled

"Ufufu, no need to be shy. Please, dig in. I just prepared this just now, you know?" She had a sympathetic look, which said "can it be that his cooking is not edible?" It was enough to drive the hero into guilt, so he picked up a bowl of rice.

"Um… I'm eating then…" Ben muttered as she handed him chopsticks

"Sorry,...I am not comfortable with chopsticks" Ben scratched his back sheepishly putting the sticks back on the table

"You don't...know how to use them?" She spoke with curiosity

"It's not like that...I...rarely eats japanese food so I don't..." Ben trailed of due to embarrassment, He should have learned when Gwen wanted to teach him about chopsticks

"Ufufu, seems like I'll have to show you then." She handled the chopsticks, and picked up a piece of saucy meat with it. She guided the food towards his mouth.

"…Say Ahh.." Ben crossed his arms and turned to the side.

_Fuck, I'm not a child! _Ben muttered but he stopped as he noticed her frowning.

"…Ahh…" He opened his mouth to hesitate, but once he opened it, the piece of meat entered his mouth. He was jolted as the taste of the food hit his tongue. The meat was well done, and covered with a rich sweet and sour sauce which made his mouth water.

"Whoa..That's awesome" Ben smiled after swallowing earning a giggle from the girl

"Is it? I'm glad…" And with that, the food kept coming- It's either this or he use his hands, and they'd get dirty… Besides, if you think of it as service worthy of a super hero, then its fine, isn't it?

One by one, the plates were cleared of food, Ben smiled in satisfaction, That really felt good

"I'm Akeno, by the way. Himejima Akeno… A third year at Kuoh Academy" She introduced herself with a bow, Ben blinked and decided to return to formality

"Ben, Ben Tennyson. Nice to meet you...Miss" He grinned with a two finger salute, Only for Ultimatrix to fire a green wave of light at her

**Unknown DNA detected, DNA sample scanned**

Ben and Akeno both blinked. Ben jumped from the seat and looked at the girl " Who are you? You are an alien aren't ya?". He thought that girl was kind and offered her food, so he was going to trust her for now. But she wasn't a human. Wait-she didn't put poison in the food, right?

Seeing his worried look, Akeno chuckled, as if reading his thoughts.

"Ara, ara… I didn't put poison in it and no I am not alien." She stated with a weird expression. She cleared the table and walked away, before returning a few seconds later for the teacup.

"Quite fascinating Gauntlet you have there" She blinked as her eyes went to Ultimatrix " I sense something incredible within it"

"You know about my watch?" Ben asked with curiosity

"Ara..ara...Your watch? No " She gigled bringing her face closer " But I guess this is the power you use to transform into monster..

"It's alien..not monsters" Ben snapped

"Fu fu...you are too much into scie fie aren't you?" She pinched Ben's chicks causing him to groan " But we can talk about it later, Ben Tennyson Interesting name...so where are you from?"

"I am from Bellwood, States" Ben replied with a serious tone " But I guess ..."

Just then, the door opened.

"Hmm… I see you're getting along quite well." Ben's gaze was met by electric, blue eyes. Another girl had entered the room, and she had the same uniform that Akeno was wearing. What took his attention was her crimson hair, and he remembered seeing her just before he ended up in that rude guy's room.

"Ahh… It's you!" Ben pointed a shaky finger at her, who simply smiled. She walked over towards him , and crossed her arms. Ben flushed as his eyes went to her enormous bust , Akeno had enormous bust too. He groaned , reverting his gaze quickly

"It seems like you're fine. I'm glad… You fell from the sky, you know? I flew up to save you and I did but suddenly you transformed into that yellow curved ball. Wow, You caused more damage than any meteor could possibly did . Then as the dust cloud and small tornado cleared I found you lying into that huge crater. I didn't know what to do, so I asked a passerby to carry you to his house with his instructions…" She muttered. Normally, when people fall from the sky, ordinary people weren't this calm, Ben could guess she was not ordinary. Ordinary people can't fly either

"Alright girl, Why did you call me here? " Ben asked rudely. his patience was wearing thin, and he wanted answers, dammit!

"Now, now… I think introductions are needed first. You already know Akeno, am I right?" Beside her, the black haired girl was waving her hand. Ben nodded, and introduced himself again.

"I am Ben 10. Wielder of the Ultimatrix. A superhero " Ben proudly introduced himself

"Superhero?" Rias and Akeno blinked

"Yeah, The awesome Ben 10 who can turn into aliens" Ben grinned and smashed the dial of the Ultimatrix. With a bright green flash Four arms stood into his place. It reveted to ** Diamondhead,** Then **Heatblast**, Finally it turned into **Humungousaur ** and started growing into size, stopped as he reached the sealing

"I can grow double than this and I have **Waybig** and **Ultimate Waybig** which are taller then most of the high story buildings" Ben grinned and reverted back to his human form " So now you guys know that I am too much of badass to mess with"

"Ara..ara he is a showoff" Akeno giggled

"I can see that pretty well " Rias smiled putting her hand under her chin " So this Ultimatrix, Is it a sacred gear? " She asked curiously , The device was emitting as much power as a high tier longinus or a bit more than that,

"Huh? What is this sacred gear?. his watch is a DNA alterer " Ben replied with a frown folding his hands together

"DNA ALTERER? That DNA from science books right?" Rias enquired

"Yeah, It's that" Ben sweatdropped and added with a grin " By using it I can transform into aliens, I am pretty famous back ho...Leave it. This isn't even his world"

"Aliens, A device which is as powerful as longinus and allows its user to transform into aliens, A superhero ...This is bad...this is really bad..." The redhead mumbled while putting a hand under her chin.

"WHAT?" Ben dumbfounded

"First of all, please tell me about yourself, Ben Tennyson…"

"You guys should probably seat down...It's a long story...A really long story indeed..."

...

Ben told them probably everything he could explain in a short time, How he got the Ultimatrix? About his aliens , their ultimate forms. How he clashed with sinister Malware for final time and got swallowed even after using one of his most powerful aliens. Then how he used self destruct to finish Malware off and a big explosion BAAAAM

"That's how I ended up here and now even Paradox told me no. So here I am standing infront of you" Ben finished with a sigh. By the time he ended his story, an hour had already passed-the sun was nearly at its hottest, and the coat he was wearing was getting extremely uncomfortable. The crimson haired girl broke her third teacup, and Akeno was covering her mouth.

..Right" The red head managed after a long time. Ben admitted to himself, She was pretty nice as she didn't interrupted him once so did her black haired companion

"Okay, Now...Help me into finding way back" Ben snapped as The girl in front of him placed her hand on her forehead, as if disbelieving his story.

"I can't do that… I don't even know what you're talking about . Aliens, Space monsters., Battleships, Intergalactic Cops...The world you're from is full of fantasies…" She stated as if Ben was crazy.

"WHATT? Even after seeing all this you don't believe me. ...I am just wasting his time here" Ben stood up furiously and started walking away. Just as he started walking, a hand attached itself on his arm, and stopped me. He looked back, and saw the redhead facing him with eyes full of seriousness.

"I'm not doubting your story, but I can only come up with one conclusion-" She looked towards Akeno, who nodded.

"-You're from another world." She finished. Ben laughed at the idea

"Oh great, Thank you Einstein. So what am to you ,an alien?" Ben joked

"Fufu..Actually you are, To our prospective" Akeno giggled

"It seems I have to talk to big brother about this" The redhead mumbled as she let go of Ben's arms

"So Miss...What do you intend to do?" Ben folded his hands asking in a serious tone, The redhead looked at him back

"I'm not sure how to send you back, but I'll try to find a way. I promise, but-" She paused for a while, and after considering something, she continued.

"I'm positive you should stay here for a while. Go and act as a student of this acadehis while I try to find answers, You won't have any problem as this world is mostly same from where you came "

Ben blinked giving her a glance once again " Why are you helping me out?"

…You are not from this world, correct? You are a superhero from the other world, Something bad might occur if you stay here… Besides, as a Gremory, it's only natural for me to help a cute boy, even if he's a stranger. That, and I feel a nice vibe from you…" She signaled to Akeno, who nodded, and grabbed his arm.

"Let's go, Ben-kun… Second period is already starting." And before Ben could know what's happening ,He was dragged outside the clubroom, but He took a look back.

"Who are you?"

"I am Rias. Rias Gremory… a Devil…"

...

"Ara, ara… I forgot your things."

"My things?" Ben blinked

"The things you need for school… Please wait a moment." She hurried back towards the room. While Akeno took whatever things she mentioned, Ben was pondering on something.

"Devil...Devill?" Ben thought on what Rias as said. It's impossible. Devil's can't be like this. If she was a devil, Then he was an angel.

He blinked, Technically he was a superhero. She was not human that was for certain but she can't be a devil. Angels and Devils don't exist but aliens does.

Inside the room, Ben could hear both girls discussing something. He leaned towards door, While he wasn't into eavesdropping, He was getting bored here

"-So, you didn't turn him into your slave? How come he understands us perfectly? He's not Japanese, right?" Ben distinguished Akeno's elegant voice from inside.

"No...Not yet...This is his own ability. Either he knows the language or this could be that device's doing. He included that thing was an universal translator. Interesting...

I still have some doubt though, and besides, I already have an idea who to turn into my pawn…"

"Why not make him into a rook, a knight, or a bishop. He ran circles on the room which even we can't follow with our eyes with some transformation he called Xlr8 . He also turned into that dino thing...-"

"I can't; he'll consume two pieces-so it's only possible with a pawn…"

"Then, why not use a pawn piece-"

"If I do that, I won't be able to turn the other one into my slave-"

"You mean…?"

"Yes… I checked, and if I use it on him, he'll consume all eight pieces… I still need to check which one is a better trade…"

Ben blinked. Servant? Huh? Ben 10 was not that easy to be tamed. If that girls even put her dirty claws on him, He will go Toepick on her. Hell no! No way he is going to become someone's slave!

Akeno continued the discussion.

…He's strong, huh? his skin shivers from the power I feel whenever I'm near his Gauntlet. He also seems quite Fearless… I don't know about the other boy, but-"

"I know, Akeno… If Hyoudou Issei isn't worth much, I'll definitely take him…"

A moment of silence… After a while-

"I'll be going then…"

"Tell Ben Tennyson to keep an eye on him… They'll be classmates after all."

"Yes, buchou."

Ben heard the sound of shifting footsteps, and quickly walked back to his previous position as discreetly as possible, He was a plumber and he surely knew where and when to turn the tables. But he decided to play along for now just to get deep onto this matters

Ben put up an innocent face , And as Akeno stepped outside the room gave her a genuine smile.

"I'm sorry for taking a while."

"It's fine. Can we go now?" Ben cracked his knuckles with a yawn as she handed him a sling bag. Full of note books and writting materials

"You're going to need that in class." Akeno said with smile

"Oh...thanks..." Ben nodded " Thanks to Julie I know how to write kanji otherwise it would be a trouble"

"Julie?"

"She was my Ex" Ben replied with a frown " so can we proceed than?"

Akeno giggled as she noticed the 360 degree change on Ben's face. It must be a sore topic then. After that they walked towards the direction of a huge, freshly painted building, and climbed several sets of stairs once we got inside. Ben saw students in uniforms passing as by, and received really weird looks from them which he could recognize as envy or jealousy.

"Himejima Onee-sama! You're as beautiful as always." A girl greeted, but Akeno kept her pace, and simply waved at her, who seemed to have received weak knees.

"Who's that guy beside Onee-sama…? It's not her boyfriend, isn't he?" Her other female companion asked. Obviously, she was referring to Ben , who was looking back at her.

"N-No way! Himejima Onee-sama dislikes men. That boy's cute, but he looks like a delinquent foeigner…"

"Maybe he's Onee-sama's plaything?" The last two comments were delivered in whispers, but Ben heard them perfectly.

"Hey, Watch your tongues ?! " He nearly lost his temper, but Akeno stopped walking and faced a door. She knocked three times, and then turned to look at him.

"Please behave yourself in class, all right?" She buttoned up his shirt and fixed his collar.

"Yes, Mom" Ben frowned causing Akeno to giggle. The boy did has a sense of humor

Just then, the door opened, and a middle aged man appeared from inside.

"May I help you, Himejima-san?"

"Excuse me sensei, but I have brought the transferee with me."

The man nodded, and went back inside without closing the door, and gave instructions to his students, who were gaping as they looked in our direction. Whispers broke out again, and for the third time this day, people were giving him weird looks.

"Alright..alright You can go now Akeno. I can take care of my self " Ben scowled

"D-Did, you hear that?! That punk casually called our Onee-sama by her name!" the males started conversing.

"Die!"

Akeno's usually smiling face turned into a slight frown.

"Ara, ara… Ben-kun, it's alright for you to call me by name during private times, but-" I fixed his eyes on her.

"-I would prefer it if you refer to me as Akeno-senpai, or Akeno-san when there are other people around, got it?" She pinched his cheek while she lectured me. Ben groaned , Did she really think of him as a little kid?

"Fine" Ben muttered " As you say Akeno...san"

Akeno-san nodded and bowed to the sensei.

"I'll be going then. I'll send someone to pick you up if buchou needs you…"

"Okay…"

"And Ben-kun, can I ask you to please watch over someone named Hyoudou Issei-kun? I' ll give you a special treat..." She whispered

"If its milkshake then done" He gave a thumbs up

"Ara..ara that too " She left after that and with a sigh wielder of the Ultimatrix entered into the classroom

"This punk called Onee sama by her name...Die punk" A group yelled. Ben f rowned as a majority of class was giving him death glares. Geez! Why all of them were getting so worked up?

"SILENCE. Now class, it might be sudden, but we have a new student. Please introduce yourself" The teacher gestured to him

" Hi, I am Ben Tennyson. And I am from the states. Nice to ..." Just then Wielder of Ultimatrix eyes locked with a guy who was looking at him like Vilgax, That guy surely wanted him to die. The guy who insulted him in the morning

"YOU...YOU ARE THE GUY FROM THE MORNING " Ben accused pointing finger at that boy

"I could say the same to you, you bastard!" He replied after standing up.

"You know Hyoudou?!"

"Do you know this pervert, Tennysonl-kun?" A girl asked.

"Did he do something to you?" Another girl asked.

"Shut the fuck up and leave this talk to men!" The girls started throwing all sorts of things at the guy, who was simply shaking.

"First, you steal my bed… Then, you steal one of our school's idols, what are you going to steal next, you bastard?!"

The guy cried on the spot.

"Everyone, please be quiet. Hyoudou Issei-kun… I will not tolerate your rude behavior towards our new student." The guy sat down afterwards, but he was still sobbing.

"HUH? Issei. So that was the guy he was supposed to watch out? He was those weird "Devils" target too. "Crap" Ben said to himself

"Ben Tennyson-kun please take a spare seat. Now we will begin our lesson" Ben groaned as he took the seat, Even after all those years, The wielder of Ultimatrix hated one thing with utmost passion

School

**Scene change**

Ben groaned once again as he dashed out of the classroom. There were so many subjects. The school back home was quite better. Actually it became a lot better as he became a celebrity and now he was free of assignments and homework

He walked on the large ground, Deciding on what to do now. However he didn't know Issei and his group were standing behind him

"Hey, Issei… I found a neat spot behind the Kendo clubroom…" A bald headed boy started.

"…W-What do you mean, Motohama?!"

"It's a peeping hole… A peeping hole…"

Issei had a strong look. He slammed the table, which gained the attention of the rest of the class.

"What the heck are we still doing here then? Let's go!"

Ben sighed. He could hear vague murmuring around him, but he caught the word "pervert" several times.

"Hey-you three." Ben called over.

"What do you want, Tennyson?!" Hyoudou Issei snarled.

"Came to make fun of us, you damned popular guy?!" Baldy asked rudely… Ben groaned. Was he popular here?. Huh nobody even knew him

However He composed him self- after all, he could finish these guys off with relative ease.

"You shouldn't peek … the last time I did that, I was smashed by the bathtub" The three cautiously went closer to Ben.

"Y-You, also peek?" Issei asked, disbelieving me.

"I only did it for revenge-and to kill time… Which was clearly a mistake… … I was just 12 year old and I wanted to get back at my cousin... It was bad idea, really bad" Ben sighed. Gwen Tennyson shouldn't be pissed . Otherwise she becomes deadly force that even Vilgax can't survive

"So, are you a pervert like us, Tennyson-kun?" One of them named Motohana came closer and whispered.

"Pevert?" Ben dumbfounded. He wasn't a pervert. Although he was a male and he was attracted to the opposite sex but he had morals. If he didn't he could have his own harem back home as a number of girls practically threw their virginity at him.

"Pervert-we are the embodiment of lust and carnal pleasures!" Matsuda, the bald one answered. Beside him, Issei was nodding.

"We peek, in order to fulfill women's desire to get attention! What is the purpose of having big breasts and wide hips if nobody appreciates it?!" Issei declared with tear strung eyes.

"Clearly, you wouldn't understand the grief we unpopular guys feel… A guy like you gets to hang out with cute girls, while we are left at the side to rot… How harsh this world is…!" Motohama cried.

"I merely wish, that all girls would look at us as if weren't trash…" Matsuda wiped his tears.

Man! these guys were pitiful. However, Ben felt their anguish, and because he was a very nice guy, He actually sympathized with them for a moment.

"He~y, Tennyson-kun. I wouldn't hang out with the Perverted Trio if I was you- you might get infected by their stupidity and perversion…" A girl with glasses yelled.

"Hey, Perverted Trio! Don't try anything with Tennyson -san!"

"Stay away, from him, you damned cockroaches!"

The girls in the class started chucking different things at the crying boys. The classroom became a one-sided battleground, because the rest of the guys had already left to escape the carnage. Ben dodged stray bullets: books, lunchboxes-hey wait, was that a food fight?…

"Yes, hit us… we don't care…" Matsuda muttered sadly, his knees falling to the ground.

"Being perverted… isn't even a crime…" Motohama sobbed, completely giving up.

_"If you ask me though, it is a crime… " _ Ben said to himself with a frown

However, Issei, stood firm. He faced the girls with resolution, and declared in a proud voice.

"You might break our bodies…" His eyes gained a sharp look which impressed me. The girls momentarily froze for a second.

"But you will never shatter our hopes and dreams! Being perverted is our nature-our creed! It is forever carved in our hearts, and engraved in our souls! You will never understand, and so, you will never be able to take it away from us!" Beside him, Matsuda and Motohama nodded, still teary eyed.

And the girls-

"Die! Pervert!"

"Go to Hell!"

"Tennyson-k~un… Don't go near them."

Issei was shaking, but he was on a roll. He clenched his fist, and placed it on his chest.

"The naked body-that is our dream… We wish to see, to smell… but most of all… to touch it, and even taste! We live because of that dream, and I swear on his grave, that I will never die-no, not until I am able to feel a hundred-no, a million girls, with these very hands! I will never die until I become-a Harem King!"

"…."

A stray frying pan came out of nowhere and flew towards his head, knocking him out in the process… It was followed by insults and shouts from the opposing girls.

"Die! Pervert!"

"Go to Hell!"

Ben broke out in laughter, That guy was surely something. Epitome of pevertness. Funny. He he really funny. However it was true that guy really deserved beating but thing were going too bit out of the hand

Sigh… it seems that a hero have to put an end to this madness.

"Uh-oh…" In the corner of his eye, Ben saw the glasses girl aiming a slingshot at the fallen Issei. Another girl was creeping closer with a wooden sword in hand.

_"Sigh… I hope I won't regret saving these jerks , Well I even saved Vilgax at least this guys are better than him" . _ Ben groaned as he dashed to them

Glasses-girl released her ammunition, and her brethren cheered. The perverted trio had fear-induced expressions on their faces, especially the brunette, who was the target of the rock.

"Yes!"

"Hit him, Kiryuu!"

"No!"

"Issei!"

Issei closed his eyes, but before the stone hit him, Ben had already pushed Issei backwards effortlessly dodginh the attack with ease. The girls saw the action, and their mouths hung open. Matsuda and Motohama were giving him awestruck looks.

"Hey, don't you think you've gone far enough…?" Ben muttered seriously as he grabbed Issei by his collar saving him from a fall. The girls eyed him warily.

"They're your classmates, aren't they? How long have you guys been together? Don't you think this is way too much?!" Ben sighed, He himself was not believing that he was taking the pervert's side

"They're perverts, Tennyson-kun!"

"The enemies of all women!"

"Why are you defending them?"

"I guess they only seek attention,… all males do. You guys know that, right? Besides you did more than enough" Ben retorted .

"Lechers should die!"

"Yeah, what she said!"

At that very moment, the girl holding the wooden sword swung towards Issei's unguarded head…

Ben reacted quickly.

"Kyaah…!" The girl shouted. Ben raised his arm, and stopped the sword with his bare hand. The force of the attack caused him to flinch slightly ... CLAANCK...

Instead, it was the sword which snapped in half. The owner of the sword stared at the broken remains of her weapon, before she looked back at him.

"So… cool…"

Ben turned around, and faced the entire class…

"I'm not from around here, but I do want all of us to get along. If you have a problem you go to the authority. It's not a problem that you beat them up but remember… They live, they breathe, and they feel… In the end, were all the same humans. So don't cross your line okay. There is good and bad all inside us. We all make mistakes and we all deserve a second chance"

He slowly walked away towards the door, and got out He closed the door and sighed _ "I said something awesome once again"_

"Gwen would be very angry if she heard I protected a pervert" Ben said to himself with a sad smile "I am missing you , Missing you all"

A few minutes later, Ben heard someone approaching.

"Ara, ara…" Ben saw Akeno-san walking towards me, carrying something behind her.

"Ufufu… I saw everything, so don't ask…"

"What? " Ben dumbfounded

"A little Oni told me what happened in class… Here." She handed him a lunch box, and a can of milkshake with a smoothies sign

"Smoothies for me?" Ben gave a squeal like a kid causing Akeno to gigle

" Buchou was busy, so I came to check up on you. Thank you for watching over Hyoudou-kun… I was really impressed when you fought for his sake, you know?"

"Well, I can't just stand around and watch someone getting bullied, and-hey wait, you saw that?"

"Ufufu… I told you already- A little Oni told me what happened.

" Yeah, you're funny, Akeno-san" Ben sighed " _And an alien __who wants to turn me into a slave __ too. __"_

"I think I should go now, Ben-kun. Buchou needs his assistance over something, but someone will check on you from time to time… And don't worry-we'll definitely find a way to bring you back home. Just bear with the classes, okay?"

"I'll try. School is his least favorite place" Ben replied with a frown

"Ufufu… Well, I should be going now. Behave, all right? And please, continue watching over that guy…" She dusted her skirt and stood up.

"Ben -kun…"

"Yes?"

"Akeno is fine if it's just us."

"I guess it won't be proper" Ben sighed " I slightly recall Gwen telling me that in Japan you shouldn't tell the people older than you by their names. You are a senpai afterall. I am sorry that I neglected that thing earlier"

She shook her head with a smile, and pinched his cheeks once again.

"No need to feel bad , See ya again!" With that she left.

"This needs to stop" Ben growled with slight pink cheeks

**-After a few minutes…**

"Oi! Tennyson, you dog!" Someone called. Ben looked over and saw the Perverted Trio running towards me . He clenched his fists. However he knew those guys weren't even worth of his beating

"You're getting along quite well with Himejima Onee-sama, aren't you?!" Matsuda stated.

"What's your relationship with her?" Motohama asked eagerly.

"I just met her today. Basically, she's a friend." Ben replied with a groan. He was getting angry now

"Oh. Nice." Issei managed after a while.

" Feh, What do you guys want?" Ben inquired curiously with a hint of annoyance in his voice

They looked at each other, and grinned.

"We've decided…"

"You're a good guy, even though you're good-looking.."

-Were Matsuda and Motohama's respective replies. Issei placed a hand on his shoulder, and proclaimed-

"So we'll show you something!"

Ben groaned, However he had nothing better to do and it would be a good entertainment to see how perverted those guys can be. At least more entertaining then boring lectures

**Well...Protector of the universe and the pervert of the universe. FUNNNN BEGINS**

**Alright guys**

**NExt time**

**Ben's first fight with the Occult club. Arrival of the Ultimate Toepick. Can a hero really trust the devils?**

**Likewise I said, In this story Ben will be the hero, So in next chapters Issei will be gone and not gone too. Issei will be hero too and at a time he will vanish from the story too. But he will stay in story too. Confusing but more confusing is more interesting**

**Wait and watch. Next update is tomorrow.**


	3. Chapter 3

Wielder of Ultimatrix let out a sigh. He felt low , Really low. For the first time in life he really really felt low

"Kyaah… it tickles…"

"Have you grown bigger again?"

"This is bad, Really bad. Don't you guys have anything better to do?" Ben groaned as he turned away from the rather stimulating sight, and looked at the trio, who were shaking their heads in dismay.

"Naïve!" Motohama retorted sharply.

"Don't tell me a guy like you is too immature to understand the paradise in sight!" Was Matsuda's explanation.

"You must be too used to seeing naked girls if you have that reaction." Came Issei's opinion. The three looked at each other, and started crying.

"Fuck you, BEN…!" They shouted simultaneously.

" Whoa, Hey Dude for your kinda information, I spent my last summer vacations on a resort on Miami beach which is full of blonde bombshells with bikinis. Playing beach valleyball , surfing and all that stuff... It's much better then peeking on semi naked girls" Ben sighed as he facepalmed. Not able to decide he should be angry or feel sorry for them

"Lucky punk…"

"Die!"

"I'm starting to regret meeting you."

"Hey, Hey, Dude, Watch your tounge otherwise..." Ben growled angrily and cracked his knuckles with making a fist

"H-Hey, you're a monster!" Matsuda stated with a trembling voice.

" A kung fu monster" Motohama's spoke his voice was cracking from fear and nervousness.

"W-were f-f-friends, r-right?" Issei asked fearfully.

"Feh...You guys are weird" Ben muttered with a sigh as he looked up at the sky. The shade from the tree was starting to disappear with the shifting of the sun.

"Why the hell you guys are peeking anyways? " Ben asked curiously, He didn't meet any one who peeked at girl's bathroom before.

"Ufufu…"

"Hehehe…"

"You think we are merely peeking…? Wrong!"

"What ?" Ben dumbfounded.

"It seems you lack knowledge, Ben-k~un…"

"we aren't simply looking at the semi-naked bodies of the girls!"

"we are… saving them in our memory…!"

"Huh?" Ben blinked. Now what stupid reason was that

"And when the time comes, we will use them for future references… Ufufu, with this in mind, I might be able to completely relieve myself later…" the bastards had a similar look on their faces.

"Ahh… Perverted Trio, converge!" Issei had an idea. The three of them huddled together, and motioned for Ben to stay farther…

"I have a nasty idea…"

"W-What do you mean, C-Chairman Issei?"

"Let us make him into one of us!"

A moment of silence, and then…

Hush murmurs broke…

"T-That could be beneficial for us!"

"With a good-looking guy on our team, we might get even powerful-"

"-and he's strong as hell… Let's do it!"

"But how should we convince him?" They turned their faces toward Ben , and pondered. Ben blinked. Now what the heck was going in their mind?

Another moment of silence, and then, we nodded at each other.

"Let us teach him, the knowledge-of Oppai!" Issei shouted.

Ben facepalmed. This was getting worse at each moment . Suddenly Issei grabbed his shoulders, and declared in a resolute voice.

"we have decided, to pass our knowledge to the naïve you!"

"we'll help you adjust to Japan, because you're a foreigner, right? I'm surprised you speak fluent Japanese though…"

"And as a bonus-" thety looked at each other, and smirked.

"we will teach you about girls!"

_" Teaching me? Feh ,I should have let those girls beat these creeps, we seriously deserve it"_ Ben thought with a sigh

"Perverted Trio, we have caught you red handed…again." A female voice echoed. Ben growled. He shouldn't have came with those creeps. He turned around only to see a group of angry girls which were in uniform of some sort of karate class

"There's no escape!"

"we, the Kendo club, sentence you to death!"

"Who might you be? Another member perhaps…?" The girls turned to Ben

"But he doesn't t look like a pervert, captain."

"He's cute…" The captain of Kendo club squealed

"I heard a rumor about a transferee walking together with Akeno-san earlier… Brown hairs, Emerald eyes like Harry potter and American -this looks like him." A girl spoke

There were dozens of them, and we held authentic Katanas instead of wooden swords. Besides we looked too much pissed off to be reasoned with

"Hey guys, we are kinda pissed off " Ben turned only to see the Perverted Trio were gone… He was the only one remaining on the scene.

"Fuck this… I'm surely killing those bastards later." Ben stood up, holding my hands up high in surrender, then-

He ran away, like a dog…

**Scene change**

Ben was seating with the perverted trio once again, after the last class on the day. Motohama's glasses were broken, and his nose was bent in an odd angle. Matsuda's ears were bandaged, a tooth was missing from his mouth, and a large bump grew from his bald head. Issei looked worse: both of his eyes were black, his peach skin was sickly pale, and painted with bruises, and several bumps grew on his head and on every other part of his face.

Funny thing...Ben wasn't the reason behind it

"Ha ha ha...look at you. Man! Serves you right" Ben broke out in a laughter as he took in their new looks.

Issei was applying an ice pack to relieve his swollen cheek, while Motohama fixed his broken glasses to get a clear look at Ben

"You don't even have a scratch on you…? And you were supposed to be the unlucky one…" Motohama checked.

"He he...I am too much of Badass to get beaten" Ben chuckled. Of course he didn't want to admit that he ran and when no one was in sight used **Ghostfreak **to hide from angry girls

"…Probably used… charms… Incubus…" Issei muttered causing Ben's grin to widen. That guy was really helpless

"What the hell happened to you guys, anyway? I thought you got away" Ben asked with curiosity

"Yeah, we did… but-"

"They were smart… Kendo club girls sealed off every exit… it's a miracle we're alive…"

"And the girls in our class beat us up… They thought we coerced you into peeking"…

" But you did, didn't you?" Ben showed an evil smirk at them.

"Now, time for my revenge " He whistled and raised his fist. The trio grew terrified expressions, and immediately bowed down in front of him.

"No! Spare us, Ben-sama!"

"we promise not to do it again!"

"we'll give you the VIP seat next time too!"

Ben lowered his hand and smirked. Yes, fear me, you bastards. I am the Great Ben 10. The students were looking at his direction, and Ben sighed . He didn't want them to think of him as a bully, so-

"Stand up, you guys. I look like an Mob leader…" Ben sighed, Those guys were really helpless

The four of them walked outside the building and headed towards the gate, but Ben 10 felt alienated from them, because He couldn't stand what they talked about most of the time. It was oppai this and oppai that… Sickening…

Finally, when they reached the gate, Issei asked Ben about something he didn't think of earlier.

"Hey, Ben. Where do you live?"

"….."

…

_" I am a superhero from another universe who got stuck here , Feh but no body is going to believe me, Man, what should I do ?"_

While Our hero wasn't paying any attention, the three of them smiled at him.

"Hey, thanks for hanging out with losers like us. we really appreciate it, Ben." Matsuda managed shyly.

"Yeah… No good looking guy has ever been this kind to us." Motohama offered his hand, which Ben shook gentally with a smile. He was a nice guy afterall

"Ahh, yeah… You know my place, right? You can come by and hang out with me anytime… I've got lots of porno that might interest you…" Issei offered

_Man, you guys are kind… Wait, what…?_

"…porno… you guys really are lecherous…" Ben shook his head with a groan, and just then, he felt a tug on his shirt. He looked at the side and saw the little, white haired girl from before. Her expression was unchanged, but it felt like she wanted something from him.

"Senpai… Rias-buchou and Akeno-fukubuchou are asking for you." Ben wore a puzzled look, but she started dragging him by his shirt with inhuman strength.

_"What the hell-how is it possible for a little girl to have this strength?!Is she an alien too?" _ Ben said to himself. However In front of him , The trio were crying waterfalls…

"Ben, you bastard… Even Koneko-chan~" Matsuda lost the strength in his knees and crumbled…

"Rias…buchou…? It can't be…" Motohama seemed to calculate something, before he shouted-

"Die…! You jerk!"

Issei pointed a shaking finger at Ben , who was still getting dragged by the girl.

"Y-You… Traitooooooor! Treasoooon! Perverted Trio, conveeeeerge!"

And just like that, we huddled together, still crying, as the wielder of Ultimatrix was treated like a ragdoll, and brought to God knows where.

_"What the heck did I gotten into?" _ Ben sighed

**Scene change**

"I see… so you managed to get his trust. I'm impressed." Rias spoke as Ben described his day's events. Our hero was once again in the occult research club and noticed a n ew face which he didn't recognize

"Ahh, I guess we should begin the introductions…" Rias nodded to the group, and gestured for them to introduce themselves.

The new guy bowed down politely and stepped forward. He was as tall as Ben, and looked to be of the same age. His blond hair was worn short, and he had sharp, grey eyes. A beauty mark under his left eye completed his typical bishounen look.

"I am Kiba Yuuto… It's a pleasure to meet you." He held out his hand, Which Ben shook properly

"Same here" Ben replied with a grin, He needed to put up the act until he knew what was exactly going on

"Toujo...Koneko..." The girl who dragged him spoke with giving him some weird look

"Ufufu… you already know me, right Ben-kun?" It was Akeno

"Yeah, Surely do Akeno-san" Ben nodded with a smile

"How were you're classes?" She asked.

" As always …It sucked…" Ben frowned with a grim expression. Akeno chuckled while covering her mouth causing Ben to growl

"Akeno…" came Rias' Gremory's warning. Akeno stifled her laughter and muttered an "I'm sorry."

"And...Once again- I am Rias Gremory… A third year of Kouh Academy, daughter of the school Administrator, and the President of the Occult Research Club-as well as the master of these people." Rias gestured to the members as she reintroduced herself.

Wait master?/ So does that mean those guys were her slaves? Ben was getting a bad vibe from her now

"You don't need to mind these details for now, but think of us as your helpers… Besides, you've got no one to trust, right?" Rias cleared her throat with a mischievious smile

_"Thanks for pointing out the much obvious thing but that doesnt mean you can turn me into your slave" _Ben said to himself while keeping a normal look on his face

"Why are you guys involving yourselves with me?" Ben asked once again and added with a threat "If this is some sort of game, Then I will kick your asses. Keep that in mind. I've always won no matter how stronger the enemy was . I will not hold back if this is some sort of evil plan. " He declared. He will beat the crap out of them if they were bad guys. Akeno too even if she was nice to him

"Don't worry; we are not trying to trick you. Besides-" Rias spoke with a smile

"You're pretty strong, Ben-kun . I could feel the power of your gauntlet even from our classroom. It must be crazy strong" Akeno concluded

"I'd prefer if we are on the same team" Rias spoke with a genuine smile. Ben narrowed his eyes for a while and asked with curiosity " You are not human...and you say you are not alien too...WhaT are you people?"

"we are Devils" Rias smirked and a pair of black, leathery wings sprouted from their backs, and immediately disappeared as soon as he confirmed them.

"Kiddo, there's lots of species here on Earth you won't find in any book. That's where fairy tales come from. Unicorns, trolls, pixies, they're all real." Grampa Max's words echped into his minds. As a plumber Ben always thought outside the box, Keep an open mind

But still meeting Devils from the bible? Like the ones his mom used to scare him in bedtime stories. The ones from the horror movies...

Ben gulped and pulled his collar, He started feeling uncomfortable now

"Whoa...I am dealing with the SAtans himself. I gotta be careful" Ben slightly gulped and asked " Where are your horns and tail? Devils should have them. Not bat wings like dracula" He concluded with narrowed eyes

After hearing this, the club members started laughing without reservations.

"Hahaha…"

"Ufufu…"

"…Senpai, you're funny."

After a few minutes, their laughter quieted down.

Rias Gremory-senpai was wiping a tear from her eyes.

"Haha… I've haven't heard that one in a while… You are really funny"

"I told you he has a perfect sense of humor. Ufufu" A gigling Akeno replied

"Ok, okay, If the Jokes are finished can we come to business?" Ben snapped his face forming an angry look which was translated as a pout on the Occult members side

"Ufufu...Pretty innocent for a protector of the universe" Akeno gigled , However Before Ben could come up with a remark Rias replied

". Try not to use your powers. I haven't seen it yet, but from what I can feel, it rivals that of a high class Devil, so don't try to show off. ... Don't tell anyone about where you're from… and don't give information about your connection to us...You need to find a place to stay, I'd recommend a place close to the members, in case you need something…"

"How can I find a place? I am not even from this world" Ben dumbfounded

"well...Ufu fu...you surely have friends" Rias giggled mischieviously, Ben sighed. You can never trust a devil. It can be dangerous what's going on their minds

And here He was , Standing infront of Hyoudou residence

"I'm Ben Tennyson-a new classmate and friend of Hyoudou Issei… I'm from the States, and I've no place to stay. Issei mentioned I could come here anytime, so I plan to live here for the time being…"

Issei fainted on the spot.

Issei's parents, who wore shocked expressions earlier, were now smiling with happiness.

"Otou-san! Issei managed to befriend a handsome foreigner!"

"…It's a miracle, Kaa-chan! I never thought this day would come! Until now, Issei's friends only consisted of Matsuda and Motohama…. Huuu, I could cry right now…"

"Yes, Matsuda and Motohama are good boys, but their perversion is a bad influence to Issei… By the way, is it alright to call you Ben-san?"

"It's fine, Issei's Okaa-san… Ben's fine as well." Ben sighed, He hated formalities as well

"W-Wait, Kaa-chan! Tou-san! Is it really alright?!" Issei became conscious once again. Issei's Otou-san fixed his glasses and looked at the wielder of the Ultimatrix.

"Of course… we have a spare room after all, and besides-it looks like he doesn't have that many things with him. I have to ask though, Ben-"

"Yes?!"

"Why are you living alone? Where are your parents?" Issei's father asked Ben

Now time for some Oscar winning performance

Ben continued in an emotional tone " They died on a Car accident back home, Just after I arrived here. A few days ago thugs cornered me and beat me up. They also took all of my things. … I was found by the school Administrator's daughter, and she helped me a lot, and even took care of everything so I could go to school. Issei is one of the first I've met, and he told me I could come anytime. But, if I'm a bother, I could just-" Before Ben could even complete Issei's parents hugged him while shading tears

"Hauuu… I-I can't believe a kind boy like you underwent that tragic event…"

"Sniff… you are definitely staying… I've decided!"

"Tou-san?" Issei asked hesitantly.

"You will be a part of the Hyoudou household from now on!"

"…Is it really okay?!" Ben asked innocently.

"Of course! Issei, this man will be your brother!"

Ben looked at Issei, and grinned while putting a thumbs up. He nearly fainted at the sight

Finally, Issei muttered.

"Sigh, I guess you could stay… you saved my ass back then." Issei came to Ben offering his hand which he shook gently

"Ben, it would be nice if you treat us as your guardian, or even parents…"

_"Man, these guys were too kind… It's nice . Even if their son is the biggest pevert of the world I will save him from those Devils. I am a superhero afterall" _ Ben said to himself

"Issei, please bring Ben to his room. I'll call when dinner's ready."

**Scene change**

"So, you made everything up?" Issei narrowed his eyes

"Nah… I was telling the truth." Ben lied, Issei won't be able to handle the truth

Yeah, it matches with what I've seen. The daughter of the Administrator-that would be the most beautiful Onee-sama in school, Rias Gremory-senpai… When I met her that night, she was patching you up near the park, and when I came over to see what happened… She begged me to take you home…"

"…Yeah. I vaguely remember seeing her."

"well, I couldn't refuse her, so I did carry you… you should be grateful."

"I am… Thanks, buddy. Your folks are really nice" Ben spoke with a gentle smile

"well, we're alright I guess… but most of the time, they complain about how perverted I am…"

"…you are perverted." Ben sighed flatly

"Enough about me, It seems you don't have much things with you" Issei snapped

"I have notebooks, A couple of uniforms and I have this..." Ben chuckled bringing out a bundle of cash Akeno handed to him. He was taking favors from devils but anyways What can they possibly do to him?

"Whoa it's a lot..."

"I'll give half of them , Just cause I am staying into your house" Ben said with a smile

"Whoa...Thanks...I could buy a lot of porno with it" Issei spoke with a lecheourous smile causing Ben to groan " You are a really nice guy Ben...thanks"

Ben looked in the boy's eyes, His words were surely genuine. He didn't know but he felt from inside both of them were alike

**Scene change**

Two weeks passed since that day. Ben often hung out with the perverted trio...These guys were actually quite nice to him -we taught Ben a lot about Japanese culture, and Motohama occasionally helped me with school lessons, seeing as the other two were worst then Ben. Ben found Issei to be more funnier than Kevin. Whenever we bickered , He gave up immediately after Ben cracked his knuckles. He he those guys know who they shouldn't mess up with.

when these three met together, the topic was always about "porno" and "oppai". Something which Ben found frustrating

He actually socialized with a lot of students from different years, and his constant meetings with the School Idols cemented his status as the " Strong, and Hot Second Year Transferee…"-something which Ben found really funny. He was never an idol back in middle school. He he

Behind his back, his "friends" were spreading different rumors about him,. Ben was apparently known to the male populace as the Mastermind behind the Perverted Trio-who, using foreign traits and charms to seducing the School Idols into hanging out with him...Feh...those suckers. we hated the fact Ben got along with girls so nicely

However Whenever Ben brought up the topic that only he can save them from the beatings of girls, they backed down and started treating him like a boss again. Those bastards were actually funny

Again...No activity from Occult club. Those guys seemed too nice to be devils. Howver Ben always kept up his guard, Appearance can be deceiving. But still Ben was happy that we were really trying to find a way back for him. It seemed we wanted to help him

But what was that about...Slave thing?

Overall his life was peaceful...He was missing his home...REally missing his home but this world seemed to peaceful then his home with no Aliens attacking the city. He did stop a few occasonal crimes but overall the city seemed quite peaceful

However, Ben regretted saying that soon after.

"I'm meeting someone this morning… So I'll be late, all right?" Issei spoke with happiness radiating in his voice

"Okay, Meet you at the school then" Ben replied with a yawn as he left the house

As Ben walked alone to school today and he found Matsuda and Motohana waiting at the School gate. waiting for Issei. Both of them had received texts to wait for a surprise at the gate.

"Was Issei always this energetic?" Ben asked. Motohama adjusted his glasses.

"What do you mean?"

"well, instead of the lecherous face he usually has, he had an extremely happy face when we talked…"

"…Hmm, Interesting… It would seem as if Issei had gotten-" Before he could finish, Matsuda completed his statement with a shocked expression.

"…A girlfriend…" He muttered. we looked to the direction he was facing, and saw Issei, walking with a rather cute girl.

"Hey guys!"

Motohama and Matsuda turned into stone statues… Issei came closer and introduced the girl.

"This is Amano Yuuma-chan… my girlfriend." He gestured to the black haired girl, who seemed to be attending a different school. Ben could tell the difference because of their uniforms…

The girl waved at them and after looking at Ben in turn, she fixed her purple eyes-at him.

Ben blinked , He felt as if she was glaring at him for a moment, Then he checked again only to find a usual smile on her face

"Yuuma-chan, these are my buddies-Matsuda, Motohama and Ben-the ones I told you about."

"Ahh… this is the one who's living with you!" She said energetically while gesturing to Ben, who simply nodded. She bowed down politely, and spoke in a cute voice.

"Thank you for taking care of Ise-kun!"

Beside him, Matsuda and Motohama were crying in disbelief. Wielder of Ultimatrix sighed, Those guys will never change

"You guys should get yourselves girlfriends… especially you, Ben! It would look bad if a popular guy like you was beaten to a pinch by a loser like me, eh?" Issei laughed heartily.

"Congratulations." Ben managed. with a grin Yeah, perhaps now this girl can cure Issei of his perversion. He thought with a sigh. Nonetheless he was happy for Issei

"well, I better get going! I have to take Yuuma-chan to school… See you guys later!"

Amano Yuuma and Issei's advancing form disappeared after a while…

"That Issei, trying to show off!"

"Motohama~, what should we do? Ben aside, with this, we might be the only guys left without girlfriends~"

"Issei must have blackmailed her, Matsuda! It's impossible for Issei to have a cute girlfriend… downright impossible…"

"Huuuu… Man, I feel like dying… First, Ben… now, Issei?! What about us, dammit!"

"What do you think, Ben?"

Their conversation was unheard by the wielder of Ultimatrix… It was weird, but Something was not right there

. At first, Ben thought she was attending to her pets, but the moment she stared at him-

-It felt as if she was looking into his soul.

**Scene change**

"I'm sorry, Ben-kun. we haven't been able to find a solution yet…" Akeno-san answered sadly. Ben released a long sigh. Rias explained even further.

"we have been working with this problem by ourselves… There is a limit to what we can do, you know? we would have brought this case to the higher ups, but we can't risk them knowing about you… I once again ask you to be patient enough-"

"I have been patient! You know, I'm trying to be as patient as I can, and this is as far as I can go! Please, just tell me if you can send me home or not! I'm tired of waiting around; I'm worried about everyone back home! YOU WANT TO HELP ME OR NOT" Ben snapped angrily

"Please, Ben Tennyson… Calm down… we're doing the best we can, but without support from the Devil Society-"

"I'm tired of your excuses! Do you know of a way to bring me back to my world, or not!" Ben growled

"…I don't know of any. I don't even know if it's possible." She finally said. Ben closed his eyes and gritted his teeth angrily

"Then, it seems I've wasted my time here…" Ben turned around and tried to storm off, however, Rias-senpai grabbed his arm. Kiba and Koneko were blocking the only doorway.

"Please, wait… I know someone-"

"Lies lies, all of them are lies...You are trying to trick me " Ben had lost it and before Rias could know Ben's hand smashed the dial of Ultimatrix

A bright green flash engulfed the area, causing Rias to let go of him. When the light cleared a caged yellow skin ogre stood at Ben's place . It's face was in some sort of a cage

"Please Ben-kun...we don't want to hurt you" Akeno spoke, Lightning cracking into her hands

"But you want to turn me into your slave" Ben yelled smashing the dial on his chest once again , The symbol on his chest turned spiked and with a bright green flash a creature with spikes and with double size then **Toepick** appeared

"...Don't force us...senpai..." Koneko smashed her fists on the floor creating a hole

"Huh, Who the heck do you think I am? I am the bearer of the Ultimatrix, I am the Protector of Earth, the Hero of the Universe, the Bane of Vilgax. The one who defeated the Diagon I am…Ben 10!" With a yell the cage on Ben's face opened spreading a weird green gase. Sounds of terrified screams, agonized wailing, roaring, unholy groans and wails, hissing, and deep demonic laughter roared all over in the room

"What...what is this thing...?" Koneko fell on ground trembling with fear. Yuuto dropped his sword, paling with fear. All of his battle instincts froze. What w as this thing?"

"Stop it...stop it..." Akeno cried falling on her knees, Ben could see her turning white . Her eyes indicated FEAR even if she was a devil

"Still think you can turn me into your slave...SEnpai..." Ben chuckled turning to Rias. His round face rolling on all four sides

"GAAAH" She jumped with fear. This thing...This thing...IT WAS EVEN TERRIFYING THEN HER FATHER

"Stay away...stay away ...stay away from me" Rias crawled backwards until the wall came, All four members of occult club hugged each other and their yells surrounded the whole school. For the first time, Ben felt bad...He tapped into his symbol ...transforming into ** Amphibian**

All the members sighed in relief as the terrifying face disappeared. However we were still pale with fear. No one can escape the **Ultimate Toepick's** terror.

"I trusted you guys, but clearly-I was mistaken. I thought you were nice, You helped me. But I was wrong. In the end all you wanted was to turn me into your slave" Ben snapped " I owe you a lot thats why I am leaving you with a warning...Don't cross paths with me again...If I ever catch you doing bad things...I will beat your sorry asses. Hope that we never meet once again"

With that Ben phased through the ground like a wind disappearing from their sight

"Bucho...It was scary...Senpai is really scary..."

"we have to wait...Right now...he is away from his home, panicked and he doesn't trust us yet. we have to wait until he actually comes to his senses"

"Ara ara..But do you really think he will be...

"I dunno...I really dunno...but I really wish that he will someday" Rias concluded slowly turning into her normal color

**Scene change**

Today was Ben's off and he was seating at Wacdonalds eating a hamburgar. Today Issei looked really happy, He was wearing some nice formal cliths and he asked Ben for advice too. He he advice and Ben? Ha ha

However Ben tried his best to tell him what to do or what not to do since he himself dated several times in past. However all of them wasnt a good experience since there was always aliens interrupting his dates, Being a hero isn't all about fame and girls and money. There are people's lives depending on you

Ben broke out in laughter when Issei challenged that he will climb the manhood before him. Ha ha funny guy but still Ben felt nice. It felt like having an idiotic young brother, reminding him of his younger days. Feh minus pevertness sorry super pevertness

Ben wished him luck with his full heart. Everyone deserved to be happy...Everyone. Now here he was...Feeling alone. Was this soemkind of superhero thing to be alone?...Malware finally succeded into doing what he wanted...He banished the Ben 10 from the world

"Ben kun" A familair voice interrupted Ben's train of thoughts. He turned around only to see Akeno-s, Kiba and Koneko running towards him. Ben let go of the Burger and pulled up his sleeve revealing the Ultimatrix

"What the hell do you guys want?" Ben snarled

"…It's urgent."

"Please, come with us, Ben-kun." Came Koneko's and Kiba's respective replies, but Ben ignored them.

"No…Tell Rias-senpai that I'm not talking to her unless she really finds a way to bring me home! I've had enough" Ben snapped " I stopped trusting you guys the moment I heard you were trying turn me into some sort of a servant... , SERVANT...AND I THOUGHT YOU GUYS weRE NICE...CAN YOU EXPLAIN TO ME AKENO-SENPAI " Ben stood up angrily

"I understand ..your anger Ben-san. we would have..never ever forced to you to do anything which can harm you...But right now we don't have much time. Issei-kun is in trouble?"

"WHAT?" Ben dumbfounded. This was kinda too much sudden

"Bullshit... stop playing tricks with me" Ben spat angrily

"Amano Yuuma is the danger...she... she's trying to kill Hyoudou-senpai."

"…You're joking, right? " Ben groaned, But his expression quickly changed as he looked at those guys. They were dead serious

Amano Yuuma...Her eyes...They were the same...The same of the hunter...Now he recalled...Her look reminded him of Khyber

"Here keep this in case...we will split up and look for fallen angels" Akeno handed out a piece of paper to Ben. Ben smacked the dial of the Ultiamtrix and with a bright green flash maroon hellhound appeared in his place. He smacked the dial once again causing the hellhound to grow bigger

**"Ultimate Wildmutt" **Ben yelled " I am coming Issei...Hold on...I am coming to save you" With that he jumped on the street

"-Wait!" Called Akeno but Ben was already gone

**Scene change**

Ben finally tracked Issei's scent, However when he arrived he was already too late. He smashed the dial on his shoulder, reverting back to human form

Issei was lying on the ground-a spear of light had pieced his stomach, and he was losing large amounts of blood. Flying above him, was a girl who looked like Yuuma… But she appeared to be older. However Ben knew we were one and same

What took his attention, were the wings on her back. There were three pairs of feathery, black wings attached to her bare back…

"B.. E...en" Issei muttered. Ben quickly rushed at Issei's side. Covering his wound with his jacket. The spear had magically disappeared as he pulled it out…

"Don't speak…" Issei was barely breathing, but he was still alive-for now…

"So~ you came… Ben TEnnyson… Just-who are you?" Yuuma asked. Her voice was different from usual; it was mature, and cold.

"B..Ee..een… Yuuma…chan…" Issei managed after spitting out blood. Ben let his body lean on the fountain near them, in order to slow down the bleeding.

"You will pay for THIS" Ben snapped at Yuuma

"You are human, but you're not ordinary-perhaps another Sacred Gear user? well, I shall also dispose of you then…" She snapped her fingers, and the sound reverberated in the air.

The sky, which should've been dyed by the color of sunset, turned purple. Three beings similar to the woman appeared as the sky changed color.

"What do we have here, Reynalle?" A tall, cloaked man asked. He had the same wings as Yuuma the imposter.

"It seems you have disposed of the user-" A girl, who wore similar clothing to Yuuma stated. Ben dialed up the Ultimatrix ready to transform

"No, he's still alive. I'm more concerned of the one beside him." Yuuma replied as she pointed to Ben.

"Ahh… He must be the mysterious one, I take?" The last one said. She was another girl, who had a Gothic Lolita outfit on.

KILL HIM

"IT'S HERO TIME" with that a bright green flash engulfed the area. Fallen angels' eyes widened as a creature made of magma and having a burning skull on his face appeared

" Burn ASSHOLES" **Heatblast ** roared and smashed his fists on the ground. A tornado surrounded his body and went on the group of aliens. They tried to dodge but...

**BOOOOM**

**BOOOM**

"It' can't be...He is too strong" The man with black wing muttered . He was burnt badly . Ben saw his eyes went black and with a thud he fell on ground. Ben also noticed a girl with wings lying unconscious on the ground

"Two down...Two more to go" Ben snapped, Clentching his fiery fists. He anrrowed her eyes on YUu...no Raynalle. He launched himself in the air like a rocket straight to her

If it was yesterday...He wouldnt be hurting a girl

If it was yesterday...He wouldn't be using his aliens to kill

**BAAAAM**

Ben's burning fists made contact on her nacked belly, Raynalle crashed on ground , like a ragless doll. Ben was becoming angry at each second Issei was getting weaker. It was empowering his flames but at a time...It was making him crazy

Ben landed on the ground and looked at her. She was really beautiful...Her black hair and her eyes...she also had a nice built

He could see why Issei fell for him...But still...

**WUUSH**

**WUUSH**

Two lightning spears struck on his body and shattered into pieces, It caused him pain but it was not that much to affect him. Especially when he was angry

"WHY...WHY ?HE LOVED YOU AND YET YOU PLOTTED TO KILL HIM?" Ben snapped as he kneeled to Raynalle

"Mercy..." She muttered half consciously

"You don't have the right to demand mercy" Ben smashed his fiery fist closer to her hair, Causing the ground to melt

"PP..pathe..tic...T...rash...EAch...one of you " She muttered causing Ben's flames to shine more brightly "I...told...him...that would you...die for me?...The look..on his face...was funny...It was..a Borrring date"

Ben's fist smashed closely near her chin...Her body shivered with fear as the ground melted with a single punch

"Who...who are you...?"

"An adventurer who can turn into aliens" Ben snapped as he opened his mouth to finish her off with a last Firestream

"B..e...e... .n" Ben didnt get to finish her off. He turned around only to see two girls were carrying Issei , Pointing sharp spears at his throat and chest

"Leave her...or he dies" we spoke in unison

Ben roared smashing his fists on the ground. Two small meteors irrupted from the surface and hurled at the girls smashing onto their heads,

Ben rushed to catch as we had dropped Issei

DIE

Two spears passed by him, However Ben was fast, He managed to take the hit on himself. It slightly hurt but that was no more painful than seeing Issei like this

Ben reverted back to his human form and put Issei down . He looked at his bleeding friend and cried

"WAKE UP...DON'T YOU DIE ON ME LIKE THAT PERVERT"

Issei coughed some blood and looked at Ben with a smile " Stop it this is embarrassing"

"Bastard! Don't go dying on me like this" Ben choked with emotion

"haha ha..." Issei chuckled

"Your...Girfriend's evil" Ben let out a sad chuckle

"Yeah..I only found out that yesterday" He spoke weakley

"I think she only tried to kill you just because you tried to grab her chest" Ben chuckled

"..."

"..."

No reply came, Ben's eyes widened in a shock

"Seriously dude...What the hell?"

"No, I didn't...Swear I didn;t"

"You were planing on doing that aren't you, You fucking skirt chaser"

**Cough**

**cough**

Their argument were holded by Issei's continuous coughing of blood

"Hey BEn,...You are not normal...aren't ya?"

Ben kept silent , His cover was blown

"You were totally awesome...You turned into that Ghostrider thing and you kicked ass..." Isse punched the air with a smile , However his strength was feeble, His life was dwindling

"This isn't a dream right...The pain... and then you..."

"Issei save your strength...you will need it..." Ben choked with emotions, Tears started veiling up in his eyes

"I cursed you every moment and yet...You fought for me"

"Of course I am just awesome...Besides we are friends right?" Ben brushed off his watery eyes , he needed to be strong

"I..wish ...I could've helped you...Why am I so pathetic" With that Issei covered his face with bloodied hands and started crying

"Hey...You have made it so far...Don't give up now?" Ben choked. He can see Issei was dying now. He lost too much blood and his face was getting paler

"Will I be okay?" Issei asked doubt fully

"Come on...we will go to hospital and you will be fine...You will be peeping on girls bathroom next week"

"Yeah"

"Stop giving half assed answers bastard, What about your dream?"

"My dream?" Issei muttered

_"I had to give him confidence, I am the Ben 10. " _ Ben said to himself holding back his tears

"You...you want to be the Harem king? right? You told me once" Ben spoke as tears rolled through his cheeks. He started crying too. Even superheroes are humans

"Yeah...I did say that" Issei agreed

"You also said you are going to peep a lots a girls, You will make out with bombshells...Will you die like this then? What about Matsuda and Motohana? What about me? What if our virginity gets taken first? You didn't...even had sex yet"

"NOOOOOO" Ben saw the miracle and smiled. Issei's eyes became steely and Ben could see the willpower to live.

"I don't wanna go yet...I didn't had enough oppai yet" Issei muttered

" Pevert" Ben facepalmed and continued with a grin " Then don't go yet.."

"Ha ha I am not dying Ben" Issei smiled putting his hand on Ben's shoulder

"Yeah " Ben muttered sadly

"Ben...My friend..."

"Whenever you are I will be with you" Issei spoke with determination

_"Why? Why did he have to die? YEs , He was a pevert but all males are more or less perverts"_ Ben thought sadly

"I may be weak and insignificant but...I will try my best to help"

"You...you are a good man...you shouldn't die" Ben sobbed

"Since the day I saw you the first time, I wanted to help you. The smile on your face, The confidence its a mask. Even though you never show it. Your heart is burdened with loneliness and pain. Though you keep it hidden from all the world"

_"This guy...he totally saw through me. He is a truly kind person"_

"I wish I was as stronger as you...I wish I could see through your eyes... even if a little..."

Ben sobbed, Trying to hold back his tears. WHY? WHY? First Julie got ...injured and plumbers had to operate on her. He failed to protect her. may be That's why she left him. He couldnt save the guardian of infinity map either...He couldn't save Issei either

What kind of loser he was?

"Your arm...That protects the friends and dears" Issei grabbed Ben's left arm and contined with a serious tone " please take care of my mom ... dad... Matsuda ..Motohana

"NOOOOOOOOO" Ben yelled

**Click **

**WHIER**

Ben's eyes widened as he heard a voice which didn't belong to Issei

**[RED DRAGON'S RETRIBUTION! ACTIVATE]**

With a blinding flash Issei too started vanishing, Ben was too shocked to move

"Please be a harem king and...grope some oppai for me"

**[Transfer]**

"I'll be alright then" The light grew stronger causing Ben to close his eyes

**[Absorbed]**

When Ben opened his eyes Issei had been vanished

He couldn't form the words...

Issei was gone...

**[Link completed: Boosted Gear taken]**

**"Foreign presence detected...Ultimatrix actvating protection measures" **THe mechanical voice of Ultimatrix echoed

His right arm crackled with green electricity, While his left arm was glowing with red light

"GRAAAAAAH" Ben cried with pain. His scream piercing through the silence. His left side of body felt immense pain while his right side was feeling electric stings

**"Ultimatrix...not able to erase the foreign presence. Continue to use charges until the virus burns" **The mechanical voice echoed

"FUCK" Ben muttere " CUT IT OFF"

**wuush**

**WUUSH**

Ben looked at his stomach, A light spear went through it..."

GRAHHHHH

Blood gushed from his wound. Ben cried in pain trying to move the spear but then another...one went through his shoulder

"ARGHHHHHH...WHY? WHY me? Alll I wanted to help people, All I wanted to make friends, All I wanted was to be a superhero...I can't die...I can't die yet...Not like this"

He tried to transform but his left hand...GRAHHHHHHHHH. Ben cried in pain . Ultimatrix gave a current to his own left hand

He closed his eyes, DEspite all his pain. He stood up and looked at his attacker's eyes

Two more spears...stabbed on his knees...

"ARGHHHHH" Ben winced in pain but yet he stood up once again...REsolve was as stronger as steel in his eyes. He tried to transform but the ultimatrix gave him shock once again

WHY? WHY?

Enemies used to be shiver infront of him, He destroyed armies of Vilgax and Z'skyar...No one would denie his strength...WHY? WHY? He was so pathetic now

His all life flashed in front of him. His own watch was acting against him. His own weapon was hurting him...

The blond woman hurled towards him and smashed a kick on Ben's guts...smacking him on the ground

BAAAAAM

Ben looked up, He was on the brink of death once again...Using his whole strength he smashed the dial of the ultimatrix , It felt like touching an electric pole but that was do or die

"ASSHOLES...EVEN IF I DIE I WILL MAKE SURE YOU ASSHOLE S DIE BEFORE ME"

Finally the bright green flash engulfed the area . Then the light ended **Waybig **stood at Ben's place. He was on his knees but still he looked more than capable of killing them

Fallen angels scattered, we were already afraid of Ben . Now he turned into a giant. Ben moved his hands on a circular motion

BAAAAM" The beam of cosmic rays smashed on the building and Ben reverted back to his human form. Falling on the ground

He thought every thing had ended,...

He thought he had won...

"WOOSH"

He loooked up , The middle aged man was carrying Raynalle and her other companion. He was getting further and further away

"we retreat for now but we will surely meet again...BEN TENNYSON THEN I WILL KILL YOU MYSELF" The man yelled

"Sucker" Ben smirked for one last time as the man got further and further

He pulled his ultimatrix up, Which was still cracking with electircity. His heartbeats were stopping, His breath was closing...

Was it death?

Why was he saved from that self destruct? If he was about to die away from his home...Like this...

Why? WHY this?.

"Atleast I kicked some major ass..." Ben chuckled for while

Grampa...I am sorry I am kinda immature but I still tried my best

Mom Dad...I love you so much...I wish I could see you guys

Gwen...My cousin...my best friend...I hope you will live well and be the best like always. I will regret that I won't be able to see your and Kevin's wedding

Kevin...Buddy...You take care of Gwen...otherwise I will come back as a Ghost to kick your ass...He he just joking. Please name your future son after me okay

Julie...Even though I wasn't the perfect boyfriend You were my first love. I am still not completely over our break up like you did ...I sometimes wish I had someone else in my life but no body came close to you. Hope you find happiness in your life

"Why? I can't die even without saying a good bye" Ben sobbed..." I wish...I wish somebody help me"

Suddenly a flash of red light blurred his vision...

Ben saw it the straids of crimson hair...Beautiful like the sunset

Eccentric blue eyes looking at his emerald ones

"Want...Home..." Ben mumbled trying to reach for light but the darkness got him first

Benjamin Kirby Tennyson...Lived like a legend...Died like a true hero.


	4. Chapter 4

**Drip...drip **

Slowly and steadily consciousness returned to Ben, He groaned and winced in pain. His head was extremely heavy and he was having a hard time fighting drowsiness. Despite that after some effort Ben managed to stand up and take a look at surroundings. It was strange . He was at some strange place which looked like null void in different colors

Where the heck was he?. He remembered fighting those winged freaks and beating them up. He also remembered he was getting no trouble until...until...

Issei vanished. Then that red glow and his own ultimatrix started to oppose him. Back at home he was the great Ben 10, At most time enemies would scramble in fear in front of him. Of course there were a few like Khyber and Malware who troubled him but in most cases he beat the crap out of them

What happened to him here? Why his watch started to appose him? Why he failed to save Issei? . His mind was overloading with questions and our hero didn't has any answers yet. His heart was filled with guilt . An innocent's death was a heavy burden on his shoulders.

"Sup?.." A familiar voice said from behind. Ben dumbfounded as he recognized the voice , He turned around so quickly that it could have snapped his neck. His eyes widened as he looked at the source of the voice, It was a mirror. Mirror glowing with light and an extremely big one ...

Wait a sec! It wasn't here before . But that wasn't the only confusing thing. The most amusing thing was the image itself which moved in the mirror

"ISSEI?" Ben yelled as he recognised the image on the mirror. It was Issei, Naked but he looked fine

"Hey, Don't shout, I can hear you well..."

"Whoa, So does this mean I am dead?" Ben panicked. Issei was most probably dead and that meant he could be dead too considering the injuries he got last time. It all made sense. But why? He was too young to die now. He didn't even had...

"Hey, Stop jumping on weird conclusions, You are alive" Issei groaned

"What about you?" Ben asked as he walked over the mirror, touching it with his bare hands

"Hey, I am not dead too" Issei snapped

"But you were all banged up, then you...

"Yeah one moment I was dieing then BAMM Everything went black...and I started geting sleepy . Now when I woke up I feel something great..." Issei spoke with a lecherous smile, A smile which closely resembled Pervy characters from anime

"What? You don't mean..." Ben dumbfounded

"Hell yeah...Oppai...I can still feel them..." And then suddenly the light on the mirror started vanishing . Along with Issei's image

"WAIT...Don't leave me like that" Ben yelled

"D...o..n..t ...worry...Oppai" Issei spoke for far behind...His voice fading. Ben facepalmed even after that all this guy can think about is...

Before Ben could even think about it completely, The reflection in front of him shifted. Showing him something which made even his eyes widen...

It was a red dragon... with ember colored eyes...It was not like that alien dragon...This dragon was almost 90 feet tall and it was huge

"WTF...?" Ben muttered as he took a few steps back.

"**Greetings Wielder of the Ultimatrix...It was a pleasure meeting you finally. Your Ultimatrix gave me a lot of trouble, It seems its quite protective about you " **The Dragon chuckled like an old man

"Who are you? and How come you know about Ultimatrix? Where is Issei?" Ben snapped pointing a shaky finger towards the gigantic creature

"**A gift has been passed to you...A gift of god...Similar to your ultimatrix...Remember...you can be as much strong as you desire...The gift will only respond to your desire..."**

"What the heck are you talking about ? What the fuck is going on? " Ben snapped

"**WE will talk later..." ** With that a bright glow engulfed the area, causing the wielder of Ultimatrix to close his eyes.

**SCene change**

**Wake**

It was faint but Ben was able to hear it

**...**

**Wake up**

It was getting louder and Ben suddenly realised that

**[…I WILL KILL YOU IF YOU DON'T WAKE UP …YOU WILL BE CUT INTO PIECES IF YOU DON'T WAKE UP]**

Ben opened his tired eyes, He could still feel the strain on his body. It was morning, He could feel the sun rays coming out of the window. He also felt a strange weight on his back

He could feel it

It was something extremely soft and warm. It also had some kind of sweet fragrance. A part of Ben's mind said was a lot more superior then them . Something that entirely dominated his nostrils . Something which was wrapped around his body...His naked body

Yeah...The way this thing was touching Ben' s body , He realised that he was naked. It was strange, Ben never slept naked. Somehow the warm feeling...It was extremely good. His hand automatically went to the source of mystery, grabbing it without thinking for a second

An electric shock passed through his body as he realized what that was. The softness...the flexibility...He wasn't that much naive. He froze at the spot as...

"…Unnn" It was a sweet voice. A sweet female voice. Ben gulped and pulled over the sheets. Ben's mind overloaded with shock

It was Rias Gremory . The Devil. Sleeping besides him. Nothing came out of Ben's mouth. How? How could she be here? Especially as he told her to stay away from him...

But there was one thing which he couldn't deny. She was pretty. The prettiest girl , He had ever seen. Before Ben could thing how to get out of this situation...She pressed closer and closer on Ben's neck and placed her head on Ben's neck

THUD

THUD

Ben's heart went on over drive, His heart was beating faster and faster and his brain it had a momentary shut down.

"…Suu~suu." Rias pulled away and stared at him. Blood rushed to his cheeks. Even if that girl was clearly not his friend, She was extremely gorgeous and her face was dangerously closer to him. merely inches away. He was flushed beyond explanation. Obviously you can't be confident in all matters even if you are a superhero. Besides he was not a womanizer...Which didn't help in this compromising situation

"Good morning~..." Rias chuckled. Ben's face was red and he was too shocked to reply. Toos shocked to realise his hand was on...

"It's still morning but you can't keep your hands away from me...Ufufu" Rias gigled

"GUAHHHH"

That did it. A few driplets of blood started falling from his nostrils just like anime situations .Ben fell backwards on his ass due to shock and closed his eyes

"W..What the FUCKKKK" Ben's yells were heard all over in the Hyoudou household. However Rias just giggled and walked towards Ben . She placed a hand on Ben's cheeks forcing him to look at her

"I never thought you were the perverted type... Ben..." She giggled

"What gives you that funny idea?" Ben voiced out still blushing cherry red

"Then the pictures of naked...

"THIS IS NOT MY FUCKING ROOM. ...NOW CAN YOU GET DRESSED PLEASE"

**BAAAAAANG**

The Door snapped open revealing Issei's mom with a worried look over her face "Ben ,Are you alright?". When she saw this...Her mouth hung open

"Good morning." Rias greeted her with a smile. Issei's mom froze and turned to Ben once again. Ben sighed avoiding eye contact with her

"…GET READY QUICKLY."

While using a machine like voice, she closed the door slowly.

"Oh dear...Let's continue this some other day" Rias picked up her folded uniform and slowly put it back on

**Scene change**

Ben felt like he was seating on a summit between two tribes of gourmands as he sat at the dining table of Hyoudou house hold. It was peace but peace before the storm. Besides him,.,,,,,The devil Rias Gremory was drinking tea and Issei's parents had a dumbstruck look as they read a piece of paper with Kuoh academy's logo on it

"W..What..is the meaning of this?" Issei's father asked with a blank expression

"Otou..sama...As you can see your son, Issei has been sent to New York because of our new school program."

"…New school program…?" Issei's parents dumbfounded. While her mom still had a look placed on Ben's face

_"This must be some way to cover up what happened, She must have high connections. Of course she is a devil" _ Ben said to himself with a sigh

"Kuoh Academy has started an Exchange Student Program. The board of directors has decided to send some of their best students from all year levels, as well as a randomly chosen student with them-in this case, your son, Hyoudou Issei, to different schools outside Japan." Rias explained further

"Then… Why were we not informed of this…?" Issei's mom dumbfounded

"It was urgent. Even with my connections to the School Board, I have only known about this yesterday. Issei is already on his way now as we speak, but do not worry; the expenses and fees are already taken care of by the school." Rias spoke with a cute smile

"_Man! She is a damn good liar_" Ben whined However the thing happened afterwards caught him totally off guard

Issei's parents started crying out of nowhere causing Ben's eyes to widen. He thought they might be missing their son but...their conversation...

"Otou-san! Issei has been sent to America…!"

"I know, Kaa-chan! This is truly a surprising turn of events!"

"Now, we don't have to bother with his perversion!"

"Yes! With Issei gone, this house will be more peaceful!"

"I will miss him, but it's his big break to finally see the world!"

Ben face palmed with his mouth hung open, while Rias just chuckled. Both adults kept celebrating for a few more minutes, until their eyes landed-on Ben They both had dark looks on their faces. Ben gulped. It felt like facing mom dad back home

"Now, would you kindly explain why both of you were naked in Issei's room?" Issei's father asked

Well it was not their fault, the situation was pretty bad. He remembered his mom had no sex rule until he became an adult…

"So, what were the two of you doing?" Issei's mom asked with a stern expression

"Well,Umm..., both of us were in the same bed. So I guess,... we were sleeping together…?" Ben scratched his back sheepishly. What else could he explain?

"Otou-san… Okaa-san, let me explain- Natsu and I were simply snuggling together. We are merely close friends, and our relationship is a wholesome one." Rias concluded with a cute smile...Too cute for a devil

"That doesn't explain why both of you were naked." Issei's mom snapped

"No, it surely doesn't." Ben muttered causing Rias to pull on his ears . He looked at Rias-senpai incredulously, and she pulled harder.

"O-Ouch! What'd I do?!" Ben snapped

"In this day and age, young people sleep naked together all the time." Rias explained

"Yeah...only when they...OUCH" Rias pulled harder stopping our hero once again

"Is that so…?" Issei's father asked apprehensively.

"Yes…"

"So, do both of you sleep together like that all the time…?"

_Hell no…absolutely not_

"No… This was the first time I have done it, Because Ben was having nightmares" Rias replied with a cute smile once again.

"I-Is that so…? So people sleep together naked lately." Both of Issei's parents replied simultaneously.

"Huh" Ben dumbfounded. Man! That was totally weird. However when he got a look in their eyes... they were blank. Devoid of any emotions. As if they were possessed

Suddenly Rias whispered in Ben's ears "…I'm sorry. It looked like it would become troublesome, so I used my power."

"Oh...I hope that doesn't add any permanent mental damage" Ben sighed

"Nope, ~ it doesn't" Rias replied with a cute smile

**Scene ****change**

Ben was walking on his way to school, Along with one Rias Gremory. He cursed his morals as he couldnt say no when Rias asked him to carry her things. Well actually it was not his fault, Its hard to say no when a pretty girl asks to do something. Especially when the girl happens to have a very cute smile.

The sunburn,...It was an another thing which felt weird. The sun felt more hotter than usual and that was making him put a hand on her chin causing Ben to sigh. Obviously the wielder of ultimatrix was getting angrier with not getting responce from the devil girl

_"Okay, Now if she doesn't..._

"Don't worry I will answer your questions in next three seconds" Rias spoke with a smile

"Huh? She is definitely using some weird devil power to read my mind" Ben said to himself with a frown

"No, I am not" Rias giggled causing Ben to groan. "Last night was not a dream"She continued with the same expression

"Ha ha tell me something I don't know Einstein" Ben mocked . Rias frowned and narrowed her eyes

SLAP

"Ouch ...ouch,...What the...? Hey why did you hit me?"Ben growled as he rubbed the back of his head

"Watch your manners. Do not forget that I am your senpai, and without me, you wouldn't be going to school right now." Rias warned.

"Oh...guess what? That place sucks anyways. Besides you must have you own reasons to help me. Oh you have! I know, LIAR" Ben muttered

Rias heard this and she was giving our hero a dark look. However Ben managed to trail away from her

But he surely didn't expect to have puppy dog eyes look

"Uwaa… Ben is such a jerk… I was only trying to help… yet, he stormed off and tried to push me away… I even slept with him in the nude to appease his anger-"

"Hey, Hey stop crying..." Ben sighed, He had a doubt that it was real but He really cant see a girl crying. It was his weakness. His eyes wandered around as she let out a few more sobs , All sorts of people were looking at him

"Geez! Now they will think I am a jerk..." Ben groaned and grabbed Rias' hand pulling her into a nearby corner

" Okay...I am sorry" Ben muttered hesitantly

"An "I'm sorry" is not enough"

"Then, what do you want-"

"I want a kiss~"

"No way..." Ben panicked

She stuck out her tongue, and muttered-

"Kidding~ So that's that. Okay, how about we go back to the main topic?"

After that they went back on their track, The people who saw previous scene were giving him weird looks but our hero shrugged them off. He had more important things to tend off

"The reason why you slept naked next to me was because you wanted to apologize? Is this a Devil tradition or something? ...Wait for a sec, Then how come I was naked" Ben asked heatedly.

Crap! This was getting more and more confusing.

"I just like sleeping in the nude, and last night, I was nursing you back to health. And in order to do that I needed physical contact with you" Rias spoke with a smile

"…What?" Ben dumbfounded

"When I found you, you were terribly wounded, so I had to use magic to heal you-" Rias explained

This all made sense, Thats why he was not feeling any pain from last night and his injuries were gone

"Oh...thank you then" Ben muttered. Rias smiled and pulled Ben's left hand and gestured him to stop. Then she took both of his hands and brought them near her face. She pulled up his sleeves and started inspecting them

"What?" Ben dumbfounded

"Your arms… it doesn't hurt anymore?"

Last night flashed infront of him once again. Issei's mysterious disappearance from his near death state, the sudden red glow, the immense pain in both of his hands, His Ultimatrix malfunctioning and that electric shocks...

Ben 's arms stiffened for a while as he remembered the pain from yesterday an action which didn't go unnoticed by Rias

" Yeah, that was quite weird, Ever since last 6 months my watch never timed out before at least 35 minutes. Its still not recharged . As if it went through a shutdown. But that's not the only weird thing... Do you..."

"I'm not sure… Ben…" Rias trailed off

"Yeah…yeah...no answers..." Ben groaned

"Please, trust me… I know you weren't satisfied with the results I gave you last time, but please, just believe in me. This time, it's a different matter… You have become involved with something huge," Rias explained

"Will you please tell me what the heck is going on?" Ben groaned with frustration

Rias looked around for a while then whispered into Ben's ears

"Last night, you lost something important."

"What?" Ben 's eyes widened in realization. He had seen too much movies to not realize what she mean

Both of them were naked on the same bed, Just like those movies

She was cuddling him, Just like those movies

It meant the thing he lost was,... his chastity. Ben's eyes traveled to his pants ,...

"NOOO" The people around him started looking at him weirdly. Rias was totally shocked

"It seems you catch on pretty fast... ..…I didn't know you would react like this… I'm sorry, it's entirely my fault."

"Why? Why?..." Ben put his hands over his face" It was my first time"

"What?" Rias muttered in confusion

"It was my first time, and I did it with someone who I barely knew. I was also asleep back there. This things have a proper process which..."

SLAP

A hard slap and Ben shut his mouth

" You idiot! I was only hugging you. We didn't do it alright!. I was only hugging you last night. I am still virgin" Rias blushed in embarrassment and started fidgeting

Ben sighed, That was kinda unethical for him asking a girl something like that. Embarrassing even for a devil girl. It was kinda funny , She didnt has any problems with sleeping naked with a boy, Yet she was touchy about her chastity

As they reached the school gate, Ben noticed a number of glares coming at him but that was not anything he was concerned with. Rias took her bag away from his hands and spoke with a halfhearted smile

"After class, please come to the Occult Research Club. I will discuss everything with you, all right…?"

" Got it" Ben said trying to put a smile on his face

"See you~" with a wave Rias left. Suddenly cue murmurs broke out

" Why this punk is walking with our onee- sama?"

"That's the jerk who hangs out with Akeno-san!"

"You fucking two-timer…"

"I wish foreigners like him just rot and die"

Ben groaned. Agreed he was hanging out with pretty girls. Extremely pretty girls but What Ben didn't like that every fricking male of this academy was interested in the girls he talked to. Huh?...But why? Just because they talked with him didnt mean he was their boyfriend

Feh, Why the heck those guys were getting too worked up on this fact?... Rias and Akeno weren't even his friends

BANG!

Someone hit Ben's head from behind. When he turned around, Matsuda was standing there. Motohama was beside Matsuda as well.

"Give us an explanation!" Both of them were crying tears of pure sadness

"Feh, It was just stuff guys, Nothing special" Ben shrugged them off with a sigh

"NO, Tell me what the heck happened between you and Rias -senpai?" Matsuda yelled. Ben sighed, What should he tell them? He was sleeping with Rias without any clothes . Huh? Man ! That could surely can get him death threats and assassination attempts. He he... Whatever words he will choose they will be pissed at him and bother him until the end of the day

However suddenly a nasty idea formed into Ben's mind and he decided to mess with those two guys

"Well...Last night I lost something important to her" Ben replied with a playful smile

Matsuda and Motohama looked at each other. And then, they cried once more-

"FUUUUUUUUUCK YOUUUUUU BEEEENNNNNNNNN"

**Scene change**

Finally the biggest headache was over, Classes. Ben sighed in relief and started packing his own things. This felt like a routine but this place wasn't his home. It wasn't his home at all

However before our hero can leave, Matsuda and Motohama walked over to his seat and asked" So Issei has been sent to US?"

Ben sighed, He didn't like to lie but if he told them the truth that would mean he has to reveal himself to both of them. It would also risk their lives as they could get too much involved

"Well...yeah..." Ben trailed off

"Man… I feel sorry for him, and kind of jealous." Motohama spoke adjusting his glasses

"I guess...its because of beaches and bikinis" Ben guessed

"Yeah , Blonde Bombshells in bikinis. " Both of them spoke in unison and started drooling

_"Feh , Those guys can never think anything besides girls and porno"_ Ben sighed. Suddenly a thought flashed into his mind causing his eyes to get narrowed and his face got stern

"Hey Dude, Do you remember any girl named Amano Yuuma?" Ben asked in a serious tone. Matsuda and Motohama blinked for a while, Then spoke in an accusing tone

"Hmmm...Is she another one of your fangirls?"

" You Asshole, Why are you counting your own checkpoints..." Matsuda accused

"Stop it Baldy, I am talking about Issei's girlfriend" Ben snapped. However, Both pevert's eyes widened and they developed a puzzled look on their face

"Hey..Ben..It's not nice to joke on that topic"

"Stop pulling our legs Ben"

"I am not kidding!" Ben snapped.

"Ben...We don't know anyone named Amano Yuuma" Matsuda replied in a serious tone

"It's the first time I have heard this name" Motohama replied with a nod

Ben narrowed his eyes, Examining their expressions but the look on their faces told me they were telling the truth… Something was definitely up… Those winged freaks, and Issei's disappearance...His Ultimatrix malfunction...Everything was connected

"Man! It seems you are gloomy over Issei's transfer..." Matsuda chuckled elbowing Motohama on the side.

"Yeah you must be" Motohama adjusted his glassed and took out a DVD from his bag. Ben sighed...Just like always he didn't has his hopes up...

"It's the G-Cup Rebellion series! Time to have a movie marathon later!"

Feh , And his expectations didn't failed him this time too

**Scene change**

Ben sighed once again. He was feeling sick today. If it didn't feel like he needed to take his mind over somethings , He never would have went to watch that movie with perverted Duo. However Ben wasn't able to watch the full movie, It was getting tooo much and he left. Despite many protests from the Duo to wait for the climax , he left Matsuda's house as the dark night dominated the sky

Well...At least pizza and milkshake were good and he enjoyed the food. About movie...Hey hey...now you are getting too personal...

As soon as the moonlight hit him, His tiredness vanished on the spot... He felt awake...He felt alive. Power...It was surging through his body. His eyes and ears along with all of his five senses improved tremendously

He could easily see to the length he normally won't be able to, He could hear conversations from other people's houses and see the street even though it's night.

This was really weird since He could even see clearly at places where there are no street lights!. The power it felt amazing...Without thinking for a minute Ben started running , Before he could have realised he circled the whole neighbourhood 3 times...Without even breaking a sweat

This was...Awesome. But what the heck was that?. Ben walked a few more steps and sat on a nearby bench.

The moment he sat there and took a look... He instantly regretted it.

He was in the same park where everything happened. The same place...same place where Issei got disappeared

The same place where his Ultimatrix failed him

**Ultimatrix reboot complete...Access to extended time limit restricted...Voice command restricted...Life form lock restricted...**

Ben blinked as he heard the mechanical voice once again, He looked over his ultimatrix. Its symbol turned green once again back to its former glory

"Extended time limit restricted? What did that mean?" Ben dumbfounded. He pressed the symbol on Ultimatrix causing the dial to pop up. When he shuffled through it his eyes widened

"WTF?" Ben panicked. He was in a shock...He only had two aliens **Upchuck and **** Bullfrag**

The other 84 weren't there. His trumpcards weren't there. This was not cool, It was really really not cool...

**Wush...WUSH**

The sound became louder and louder, His ears caught something behind him. Ben blinked and jumped off the bench.

**HAA**

Ben cocked his head, Narrowly dodging a kick aimed for his head. He performed a cartwheel and rolled out of the wasting any moment Ben slammed the dial of Ultimatrix

The bright green flash engulfed the area and the small pudgy alien stood at Ben's place

"**Upchuck" **The small pudgy alien cried out

"Ha Ha pathetic. He he you really look pathetic" The a middle-aged-looking gentleman with short black hair and dark blue eyes mocked. His outfit consisted of a pale violet trenchcoat over a white dress shirt with a matching ascot, black pants and shoes, and a black fedora.

It didn't take much time for our hero to realise that, That man...was one of the people who attacked Issei last night

"Well like they say Big things come in small packages" Ben chuckled and opened his mouth revealing four extensive tongues.

The man could only blink before the tongues stretched and wrapped around his body

"What is this... ?" The man snapped

"This is Hero time" Ben winked as he lifted the man up using his tongues and smashed him on the solid ground with full impact

**BAAM**

The man stood up slowly and shook his head sevral winced in pain and slowly stood on his knees.

"Had enough yet pal?" Ben mocked

The man growled and glared at him murderously.A set of black leathery wings appeared on his back

"DIE" He yelled and propelled towards Ben angrily

Ben just took a long breath and...

"HAA"

A large gust of wind came out from his belches...

...

**BAAM**

This time the man was knocked backwards with a powerful thrust crashing on the nearby wall

" And thats how the croockie crumbles" Ben chuckled and stretched out his tongues once again...

" Tell me where Raynalle is otherwise I will eat you up"

"Argh! Why...don't...you ...just... DIE?" The man yelled as he winced in pain.

Ben narrowed his eyes and...

And...

Before that man can even shook the stars off his head, He was swallowed into Ben's stomuch. Ben kept him inside for a few minutes then...

"GUAHHHH" With a vomit, The man was thrown outside. His cloths was completely covered in slime

"Man! You taste worse" Ben sighed and narrowed his eyes on the fallen angel..." Do you want another trip inside Bird man?" He chuckled extending his tongues once again

"We can keep this game on and on" He added with a wink. The man gulped and his eyes closed. He started shaking with fear...He couldn't take it anymore

"TALK OR BE MY GUEST" Ben yelled but before the man could speak... Ben's newly gained enhanced sensed which were right now more enhanced due to being in an alien's body caught something behind

Without wasting any moment Ben leaped up in the air

**WHOOSH****!**

Two spears impaled themselves from where Ben was standing. The man came back to senses and decided to fly away with his wings which were covered in slime...He stopped near his ally or the one who attacked Ben. Ben narrowed his eyes on his attacker who was hovering in the sky. It was a tall and buxom woman with long, navy blue hair that obscured her right eye and brown eyes. Her outfit consisted of a violet, trench coat-like top with a wide collar, a matching miniskirt, and black heeled shoes. She also wore a glittering gold necklace around her neck . The trench coat top was open...as if she wanted to give people a view

However Ben narrowed his eyes on the spears made of light. To him they ... they glowed ominously. And the light itself… felt different from usual… His instincts were yelling at him that getting hit by that ...was lethal. They were dangerous. The feeling...it was same as if he turned into wrong alien in front of the Khyber's pet

"Kalawarner...Who told you to follow me?" The man growled in annoyance. It seemed even if he was clearly beaten...taking help from someone was hurting his ego

"You Idiot! He is too strong. You can't take him on your own...Though I still wonder how did he defeat you in such pathetic form...Using power of cuteness"

"Don't underestimate him...He might be little now but despite that he is strong...ARGHHHHH! It doesn't matter now...I am going to take my revenge on him" The man yelled

"Dohnaseek...think with your head for once..."

However before her sentence could be finished green ball of liquid smashed on to Dohnaseek's chest...

**BOOM**

With an explosion Dohnaseek was smacked on to ground, His cloths were almost tore into pieces , Sever burns were on his chest and shoulders. However he was still alive. Kalwarner's eyes widened and she turned to the small pudgy creature who was smirking

"YOUUU...

"Hey don't give me that look girl...I was getting bored besides I did keep my attack minimal...If it was a larger version...His body would be into pieces" Ben groaned.

"I WILL KILL YOU" Kalawarner yelled and she dashed towards Ben at full speed with lightning spears in her hands. There were two problems

First he was too small and that made things kinda tricky

Second...He was too agile...like a rat...Getting a grab onto him was almost impossible

Two spears went on Ben's side, **Upchuck ** propelled in the air and easily dodged them. He quickly grabbed the woman's leg by his tongues and smashed her on the ground. Before she could stand up Ben was already onto her and...spat green saliva on her legs

"ARGHHHHHH! " She cried in pain as she felt immense pain . Heavy burn marks appeared on her toes . She glared at Ben with a yell " WHAT DID YOU DO?"

"Nothing...It was just a bit of acid quite lower intensity then I usually hit people with... But this was just to make sure you can't stand up for a while. You should be grateful that I am not into killing others. This will hurt but you will have legs to walk again" Ben replied with a smirk

**Beep...beep**

"Crap" Ben muttered, He was familiar with this voice. Too much familiar. The symbol on his belly turned red and with a bright red glow he reverted back to his human form. Ben groaned...This only meant one thing. He was on the 7 minute time out once again after 5 long years

Man! This sucked...this totally sucked. Ultimatrix timed out

"So you have a weakness... you can only transform into creatures for a limited time" Kalawarner chuckled while wincing in pain... While she couldn't stand up, She summoned two lightning spears in her hands and threw them towards Ben. Ben cursed under his breath as he moved to the left to dodge them Only for other two to follow

"Whoa..." Ben muttered as he ducked and rolled out of the way successfully dodging them, But suddenly another one was coming at him, Ben cocked his head on the right, narrowly dodging it. However the spear managed to slash one of his cheeks...

This feeling...this pain it was not of being cut...It felt like as if it was being burnt. First he lost his mastery over Ultimatrix, His aliens and now this...

WTF? Why the light burned? It didn't burn before. Why he was afraid of that light spear? What the heck was happening to him?

Kalawarner giggled causing our hero to clench his fists "Well... Well so my assumptions were true, You really are a devil,... Before her sentence could be finished... The wielder of Ultimatrix charged and took a leap in the air

**BAAM**

"ARGHhhhh" The fallen angel cried in pain as Ben's knee smashed onto her nose and with a feminine yelp of pain she fell on ground

**Next time... Feedback returns : I am really a devil?**

**Okay, Finally I am reuploading it with a few extra passages I hope you will like it. So please ****be nice and **** please please REview**


	5. Chapter 5

**CRUNCH**

First, the pain was extraordinary — no other body part hurts quite the way the nose does.

"ARGHHHH" Kalawarner cried in pain as droplets of blood started felling from her nose. Swelling began soon afterwards, causing her eyes to swell uncontrollably. It became difficult to breath. After some time her blurry vision cleared and her breathing became somewhat normal. However her nose still hurt like hell

She shook her head several times to clear the dizziness and brushed off her nose. Her nose was sill bleeding. Albeit slowly but it didn't stop yet

"ASSHOLE" She cursed under her breath as she looked at her own blood. However before she could anticipate her next move, Ben was behind her back. He twisted her left hand tightly and wrapped his free arm around her neck. Not too tightly which can choke her, but it was at least that much so she won't feel comfortable

"GRAHHHHHHH" She yelled in pain once again " You! let me go you bastard"

"OH! Who is pathetic now? Crow girl...Now tell me where the hack is that bitch who killed Issei?" Ben snapped tightening his grip on her left hand. Kalawarner smirked and laughed halfheartedly

"Go fuck yourself BASTARD" She mocked. Her statement drew Ben to his limits, He gritted his teeth in anger. But...

"..."

"..."

The next thing he did completely shocked him...

"….Ah~"

**GROPE…**

His left arm betrayed him just like the morning

"AAAHHH~IYANN~!"

And it was fondling that woman's assets. Ben's eye widened, He was too much...shocked to act. His brain almost stopped functioning

"Y..o..u Perv...~AAHH "

"Look, I am not doing this...My hand is moving on my own! I swear on smoothies" Ben panicked as he tried to protest but no matter how he tried he couldn't take his hands off

"AAHH...~NO!"

Her erotic moans were piercing through his ears. It felt like as if his hand was possessed by someone. Someone extremely lecherous , Someone who was perverted through his roots. Someone who was addicted to Oppai

Only one name came to his mind, Hyoudou Issei

...

But that person was dead, He was gone

And here he was, The Ben 10...Groping a woman who was his enemy. Blood rushed to his cheeks and his heartbeats started racing...

The feeling...the softness..it wa...ARGHH! NO! STOP DIRTY THOUGHTS ...DIRTY THOUGHTS...HE WAS NOT A PERVERT

"AAHHHH~ stop it..."

"Sorry...Sorry... hand is moving on my own...!" Ben panicked as his attempts to move his hand failed one again. A voice echoed into his mind "_It's nice but not the best...Rias-senpai's oppai were much better" _

"GRAHHHHH" Ben shook his head with a yell . _ What was that? Some sort of his perverted conscience...NO,,,,,It can't be...He can't be a pervert...Never...That was impossible_

"What a truly perverted technique...AAHHH~?" Kalawarner glanced at Ben and then blushed. She stopped resisting and let his hand take control.

"As I have a clear look at you… I can see-AAHH~ Wait!… You're actually…quite cute… and handsome"

"WHAT?" Ben dumbfounded. He was panicking right now. Kalawarner licked her lips maliciously, and untwisted herself, leaning on to Ben. Ben froze on the spot . He gulped , His courage and confidence dying on the spot. He quickly let go of the fallen angel...

,...

But his left hand...He failed to stop it despite many attempts. It continued to...do "things". His eyes widened with terror and he panicked. He tried to get away but

A pair of wings stopped him

"AAHH...if you want to get laid...so badly AAHH...I will have you"

"GET AWAY , GET AWAY, STOP PULLING DIRTY TRICKS ON ME" Ben panicked. His whole body was shacking now.

Kalawarner's wings tightned engulfing wielder of the ultimatrix. It was...soft...extremely soft. A small hormonal part of Ben was raging inside of him. Even after being a superhero in the end he was a teenager

Despite the situation ...the feeling...It felt awesome.

" Do me..." She whispered into Ben's ears...

" No, Not in the hell... " Ben snapped. Something revolutionary happened , something he never expected to happen. Something even he couldn't imagine...

**[AWAKEN! RED DRAGON'S RETRIBUTION: RESET!]**

His left arm glowed with red and pink aura shocking Kalawarner . She dumfounded letting go of Ben' in the process. The fallen angel looked at him with confusion and amusement noticing this strange but spectacular phenomenon

Ben fell on his knees as sweat covered his body. His left hand was shacking. What the hack was happening to him? . He looked at his hand which was glowing with strange red and pink aura

"What is happening to me?" Ben groaned. The wielder of Ultimatrix was so lost in thoughts that he didn't even realize the flapping of wings

KACHIN

"Arghhhhhh" Ben cried in pain . Something impaled his stomach, something which burned him from inside. Something which felt like pure torture. It felt like it was eating him from inside like a poison. The pain, it was unimaginable

His eyes travelled to his stomuch. He was stabbed by those weird spears once again. But this time...the pain was uncontrollable . He closed his eyes and moved his hands to pull out the spear but...

"GYAHHH" Ben snapped his hands away with a yell of pain. He couldnt even touch those things let alone pulling them away. He gritted his teeth in pain and gathered his willpower

" ARGHH!" With a cry he finally managed to pull out the spear. Man! That hurt like hell. His palms burned with intense heat and his flash fizzled. The moment he pulled that spear out, It vaished with a bright glow. The illumanating light...it made the injured hero even weaker

The pain...it was too much. It felt like all of his senses were relying on pain. All he could feel , All he could sense was pain...only pain. He was loosing his focus, He looked over his Ultimatrix and cursed. The symbol was still red

" Kalwarner! Raynalle has called us back..."

" Miltelt! I was in the middle of something important"

Ben took a long breath as he heard the sound of a female. Despite the immense pain he managed to look up at the source of the sound. The one who attacked him was...

A girl with blonde hair styled in twin short side ponytails and blue eyes, was the one wearing a Gothic Lolita outfit. From the conversation Ben guessed her name was Mittlet. Before Ben could anticipate his next move

BANG

BAAM

A foot made contact on Ben's face sending him flying away crashing on a concrete bench

" We are told to retreat Dohnaseek!

"Fall back"

Ben coughed up some blood and narrowed his eyes on his attacker. It was the same guy. Ben cursed . He should have banged him up a lil bit more when he had time

" I am not going back until I have my revenge"

Ben brushed off the blood on his lips and chuckled " Feh, The one and the same dialogue every time" He added with a smirk as he slowly stood up " Why do all bad guys tell the same things over and over? Boooring ...Can't you come up with something new?

Ben took out his jacket and it around his stomach tightly. He tied the both ends of his sleeves behind his back and fixed his gaze on Dohnaseek.

Ben clenched his fists. His ultimatrix had failed him . His stomach was bleeding , He was feeling immense pain.

But yet... he was the Ben 10. He never gave up. Never ever

" GRAHHH" The half burnt fallen angel yelled and charged towards Ben like a raging bull.

Dohnaseek charged with a fist aimed for Ben's face but Ben saw right through it and dodged slightly to the left. As he did so, he grabbed the fallen angel's head and proceeded to knee him in his burned abdomen. The fallen angel coughed a bit and fell on his knees with a cry of pain

Ben clenched his fists and spun around, ready to deliver a 12-6 elbow strike,...But...before he could deliver the attack...

**WHOOSH**

**GUAHH**

Ben cried in pain and fell on his knees. A light spear pierced through his shoulder . The pain...it was unbearable. It overcame his senses so much that he didnt pay attention to the flapping sound...

BAANG

A knee on his face sent Ben airborne.

BAAM

Wielder of the ultimatrix crashed on the solid ground. He winced in pain. No It was sever pain. He cursed under his breath as the light spear vanished. He managed to perk his head up despite the increasing pain

Miltelt, the blonde girl ganged up on him along with Dohnaseek and she was hovering in the air with two light spears in her hand. Dohnaseek slowly stood up, getting ready for another attack. While Kalawarner was observing the whole battle

Ben blinked, His sight was getting dull. He was losing his senses. What the heck was happening to him?

Back at home, He was used to be awesome. Criminals and terrorists used to start shivering in fear even at the slight mention of his name

Yet, Here he was. Fighting with his life on line against such pathetic enemies WHY?

He was used to be a superhero. He was the savior of the universe...Yet...He failed to save one single person

He failed to save Issei. The culprits...the one who killed Issei were infront of him but yet...

BAAM

A fist on his face smashed Ben on the ground. He looked up and coughed up some blood

" Die!"

" Why don't you just go down pathetic insect?"

Ben clenched his fists angrily as he spat some blood. No, Never...He refused to go down like this but ...

What can he do now? He was helpless. Suddenly an incident flashed in his mind

**Flashback**

" Grampa...I don't understand. Why? Why did I lost **Feedback**? Why I am so pathetic?" Ben asked with a shaky voice as tears rolled down to his cheeks

"Being weak doesn't make you worthless. Being strong doesn't make you invincible. But having those two sides makes you, you. The day you realise the fact, You will grow up Ben. You have had too much victories and you are quite impressive for a 11 year old, really impressive. But you let it get over your head. Ben always remember one thing Success is not final, failure is not fatal: it is the courage to continue that counts." Maxwell Tennyson chuckled as he put both of his hands on Ben's shoulders

" Get over this Doofus ,You destroyed Malware. Its all that matters. No matter how many times you won, you never learned anything. The lose is only a lose when you don't learn anything from it. How in the world did you survive all the things in your past you idiot? It's because you're strong. That's the only logical explanation...

" But **Feedback** was my favorite alien"

"Right! Now that you lost him, you will be able to learn something from it. If you want to survive, You need to get a more clear head and stop getting ego boost from your victories" Azmuth cleared his throat

"This is not the time to give up Doofus, don't lie in defeat. You have to hold on and be strong. Greater things are ahead." Gwen spoke softly as she put a hand on Ben 's shoulders

" I may not be as awesome as I thought" Ben spoke with determination as he brushed off his tears " But I will never give up, Never ever. I lost Feedback but still I have a lot of awesome guys in my watch. I will be more level headed from now on" He added with a smile

" Means you will be using your half baked brain... Doofus" Gwen joked

"Ha Ha very funny Dweeb" Ben mocked and asked with a serious tone " Gwen...Grampa would you guys help me with training? Both with and without Omnitrix. I need to improvise. "

" Ofcourse we will Doofus...we are a team" Gwen replied with a grin

" All you need to do is just getting a bit more serious and tone down your ego...If you do that, One day you wil become the greateat plumber in the universe"

" Yeah...with or without Feedback I am the BADASS" Ben pumped his fists in the air

" Even though it looks like he improved,, He will never change" Azmuth sighed

" Yeah...but it wont be fun if Doofus completely changed" Gwen giggled

From that day Ben started taking things more seriously and focused on how he can fight even without his omnitrix. That was the day Ben 10 " Grew up"

**Flashback end**

"_There will be moments in life when you become weak. When enemies will get better of you, When your watch will fail, Your strength will fail you...In that time you have to remember this thing. Being a hero isn't all about fame and being bad ass. Being a hero , is not all about winning...it's about you and your relationship to yourself, and your family and your friends. Being a hero...is about being able to look your friends in the eye, and know that you didn't let them down, because you told them the truth. And that truth is that you did everything that you could, there wasn't one more thing that you could have done. Can you live in that moment, as best you can with clear eyes and love in your heart, with joy in your heart and a smile on your face ? The day you can do that Ben , You will be a true superhero"._

Words of Grampa Max echoed in his mind. He closed his eyes and took a long breath. Images of his parents, Grampa Max, Gwen, Kevin, Rook...Issei flashed in front of his mind.

NOOOO...He won't go down like this, He had the blood of Maxwell Tennyson running into his veins. He will not die, Not like this. He remembered the moment he was facing the Diagon powered Vilgax with Ascalon in his hand, The moment when all else had failed and he was the hope of the whole universe

The moment the fate of universe lied on his hands. That time he looked eye to eye with the beast who held complete authority over the planet...The moment Sir George passed away the Ascalon to him

Ben stood up slowly surprising the fallen angels.

"Look at you, You are on the brink of death yet you show such attitude. Admit it shitty devil! Your have no more tricks...your time ends now " Dohnaseek mocked

"Oh! But don't worry we won't kill you that easily" Miltelt smirked but towards their amusement Ben broke out in laughter. The three fallen angels blinked. Why was he laughing on the brink of his death?

Was he out of his mind?

"He he..It seems you have lost your sanity...Shitty devil" Dohnaseek grinned

"Assholes ,...I have this attitude in my blood and and you barking will not make a difference" Ben chuckled and clenched his fists. "Killing me isn't easy , Many tried but none succeeded"

"We are not afraid..of ..you" Miltelt stuttered furiously as light spear appeared in her hands

**Flashback**

"And here we are again, me, on the gust of total victory. You, the last man standing, the only slim hope left in this world; this UNIVERSE. Who will it be? Diamondhead? Swampfire? One of your tiresome Ultimate Aliens? Perhaps you have yet another new transformation to spring on me?.I am not afraid of you...I am GOD now" Vilgax chuckled maliciously

"No transformations..." Ben replied with a grin " But I do have one last surprise" . He added with a smirk as he picked up the Ascalon

**Flashback end**

"HA BACK THEE" Ben gave a battle cry as he took a fighting stance shakily

**CLICK… WHIR…**

The light on his wrist started glowing once again and it started going weaker and weaker...Until it finally solidified. Dohnaseek had already moved towards Ben. Ben blindly swung his fist in the air catching the man on his abdomen

**[EXPLOSION!]**

**BOOOOOOOOOOM!**

The shock wave irrupted from his hand, smashed the fallen angel several feet away crashing on a side wall. Ben blinked looking at his own hand . His entire left arm was covered with a red, claw-shaped gauntlet with yellow accents and green inscriptions

Miltelt stood in shock as Dohnaseek fell on ground, Unconscious. She froze in fear as she realized that the sacred gear on Ben's wrist was...

The Boosted Gear

Ben blinked as the beep got his attention. His Ultimatrix got recharged once again. The symbol popped up automatically...Showing the hologram of ** Feedback. **His eyes widened with surprise. Finally, After 6 long years he had gotten Feedback back**  
**

"YEEEAHOWW" Ben pumped his fists in the air and smashed the dial of Ultimatrix. A bright green flash engulfed the area and **Feedback ** stood at his place

"Whoa...I really missed this guy" Ben grinned and narrowed his eyes on Miltelt " Hey Loli, Now its your turn"

**[BOOST!]**

Ben felt tingles of energy in his body, It was like his strength was increasing at every moment. The feeling it felt amazing. He smirked and started walking towards Miltelt. He could have knocked her out instantly but the look on her face. The fear...the panic...the feeling of being weaker against someone

It was fun

"NOOOOO...STAY AWAY" Miltelt panicked as she madly started throwing light spears on Ben. Ben just chuckled and extended the plugs on his body. Her eyes widened with fear as Ben absorbed each light spears into his body. Both remaining fallen angels looked at him with wonder and fear...

Ben clenched his left arm, Which was covered with the weird gauntlet now. He gritted his teeth as his body cracked with electricity. He dashed towards Miltelt with a speed that her eyes couldn't follow. Miltelt paled in fear and closed her eyes

**WHOOSH**

She felt a heavy gust of wind passing through her face and opened her eyes. Ben 's fist stopped mere inches near her face. It was still sparking with electricity.

The blow would have sent her to hell

Ben slowly brought his arm down and spoke..." Anger in the eyes, Strength in the hand and Enemy is lying on the ground defenseless, Despite that stopping yourself from dealing the killing blow... It is true power. Go and Tell Raynalle. I am out to get her. Her countdown has begun Tick ... tock ... tick ... tock. If you want to live Never… Never show your faces to me… again…"

"ARGHHH" Miltelt yelled with panic and flew away from the scene. Kalawarner picked up the unconscious Dohnaseek and carried him on her shoulder. She glanced towards Ben for one last time and flew in the air. But not before muttering one last time

" You...I will make you my plaything"

Ben smirked and gave her the one finger salute crackling with electricity. She cursed under her breath and after muttering some unaudible words she vanished in the air

It was over, Just like every time He won in the end. He smiled once again and smashed the symbol on his chest reverting back to his human form

"YEAHOWWW" Ben pumped his left arm in the air which was covered with the weird gauntlet and fell on his knees. He started panting heavily . He had lost too much blood and the adrenaline already started wearing off. But despite all that...in the end..He did it. He kicked those crow guy's asses

He glanced at his left arm once again, It changed. It was covered with with a red, claw-shaped gauntlet with yellow accents and green inscriptions. Strange but Ben could feel power surging through it. It was like as if it was increasing his strength. He took a long breath and closed his eyes. Dizziness engulfed himself once again but before his face could slump over the cold and hard ground...

**STEP...STEP...STEP**

Someone rushed to him and his face fell on something soft, very soft. He opened his eyes but all he could see was the beautiful shade of crimson

"IDIOT! Don't you understand Japanese. I..told you to come to the club building after class. Look at yourself...you are hurt. Why? Why don't you just listen to me?" The voice full of concern and warmth snapped

"He he...But I kicked ass" Ben chuckled one last time before he went unconscious

**Scene change**

Ben groaned as he opened his eyes. He found himself lying on a comfortable bed in an unfamiliar room. There was a window in the room which was letting out the afternoon view. A sweet fragrance dominated his nostrils once again. His ears perked as he heard a familiar sweet voice

"Aah~"

Just like last time he wasn't alone in the bed. He felt a weight over his chest and strands of red hair were all over his body. His left hand looked normal once again and it was wrapped around the sleeping Rias Gremory pulling her closer. She was sleeping on the top of him with her head resting over his chest. He was naked once again so was she

Wielder of the ultimatrix panicked and pulled his hand away. Thankfully, It listened to him this time. Now all he needed to do was push the girl away and get some...

"Ara, ara… finally you're awake, Ben-kun~"

Ben froze on spot as he heard another familiar voice, It was Akeno and she was wearing an amused grin on her lips. His brain stopped functioning once again

"Ara~ Akeno, What are you doing here?" Rias asked sleepily with a yawn

"I came to wake Ben-kun up but Rias..."

"What is it?" Rias stretched her hands with a yawn and stood up. Ben closed his eyes. This...this was too much for him

"This is already the third time, Why are you sleeping with Ben-kun?...You are a royalty from Gremory ...

"Why not? He is my servant , Isn't he? Besides , It's not like I was having s-sex with him. I am not going to spoil him until he starts listening to me"

"WHAT?" Ben dumbfounded. Servant...What the heck they were talking about? But before he could even voice his thoughts...Two soft mounds pressed onto his back. He froze on the spot once again. It was like electricity passing through his body

Rias was hugging him from behind...Her hands were roaming onto his body

"Hmm...The wounds are gone, I have seen them only few time...But I gotta admit...You have got a built of an olympic athlete . Your body is extremely robust"

Heat rushed through his cheek and all arguments died into his throat. Like a fish, His dry mouth opened and closed ...No words coming out of it

"Yeah...Ben-kun's body is really well built" Akeno agreed with a blush

"Ben-kun...Ben-kun " Rias shook him several times as no response came from him.

"Huh?" Ben mumbled as he heard his name being called, He turned looking over to Rias , complete red. "GAH" He yelled covering his man part." WHAT DO YOU WANT? what happened to the freaking decency?". He panicked quickly covering himself with the sheets

"Ben don't get the wrong idea, I was just healing you like before" Rias explained

"Huh? " Ben dumbfounded

"You were unconscious since last two days, I've been nursing you back to health ever since then..." Rias pouted angrily as she moved over and pinched Ben's arm, painfuly

"Oouch...Hey! What was that for?"

"What for? What for? How can you ask that question?" She gave an angry pout "I told you to go to club room straight after class, If you had listened to me. None of this would have happened"

"Ouch..." Ben winced as she kept pulling harder

"You were bleeding, There were holes all over your body"

"Alright, alright..I am sorry" Ben apologized but Rias didn't stop pulling yet

"I am sorry doesn't cut it! What would I have done if you had died? Do you have any idea how worried I was?" Rias snapped as tears rolled over her cheeks. Ben's eyes widened. She was crying...for him?. Her eyes they were showing nothing but genuine concern and warmth

Someone...someone like that can't be a villain, Never ever

"Hey, Were you worried... for me?" Ben asked with curiosity

"Of course I was ... you Idiot! Geez ... I know you are still angry at me for giving you empty promises...I can't live over the fact that you die on me... I gave you my word and I will see to it that you get back to your home"

"Thanks..." Ben muttered with a smile

"JUst trust me..Okay?" Rias leaned closer putting her head on Ben's shoulder. Ben gulped . His heart already started beating faster than usual

This scene was just like Lovey dovey moments ... like from romantic movies. Just like Gwen and Kevin did on their dates now a days...

"Okay, I will give it a chance" Ben muttered with his cheeks slightly red

**AHEM**

Akeno coughed from behind.

"Geez! You two ! get a room! And Rias doing love comedy acts with your servant while both of you are naked..." Akeno shook her head with a sigh and left the room

"Alright! Will you explain about this servant thing?" Ben sighed as he covered himself with the sheets more tightly

"Oh...I guess..I have to explain a lot of things to you" Rias muttered before standing up , revealing what was hidden behind the white sheets

"..."

Ben 's jaw dropped as everything was exposed in front of him. That perfect body, That white skin...

Ben felt a dam breaking inside of him and with a thud wielder of Ultimatrix fell on the ground

"_If you were here Issei...You would have died a happy death"_

**Scene change**

"Drip...Drip..."

The droplets of cold water fell onto Ben's body. It felt quite refreshing. His body was totally healed and he felt his raging hormones calming down...

However only if she hadn't joined in the shower room

"Still taking the shower Ben-kun" A familiar voice spoke from outside.

"Just a..moment" Ben replied. He could see a curvaceous female figure behind the curtains. He sighed...ready for the "worst". He quickly warapped the towel around himself

Just as he expected , the curtains opened...revealing a very naked Rias Gremory . "Unsurprised " Ben quickly tuned backwards closing his eyes

"Cold shower...He he...Doesn't suit your nature" Rias joked as she glanced at Ben from head to toe. Unfortunately, Ben decided to look back unconsciously and their eyes met. She blushed and looked away

"Do you mind?" She gestured over the knob which would let the hot water flow. Ben groaned and quickly went outside

He closed the curtain behind him and started putting up his cloths. He looked at the room. It was old but tidier and fresher. It didn't take much time for him to realize, He was in the occult research club

He opened the window, and stared at the sun set. The sky it looked brilliantly red. It was really beautiful . He closed his eyes with a sigh . A lot had happened since he had arrived there

He faced Malware for one last time and Malware succeeded in absorbing him. But in the end he was successful in destroying him by using the self destruct function of ultimatrix.

Even after that, He survived. Just like always . But this time he was blasted away in this weird dimension. With no way of returning back home

He was found by Rias Gremory , The devil

He befriended Issei and his parents treated him like a son

He failed to save Issei from this winged freak. He , the awesome Ben 10 nearly died twice. Those pathetic crow freaks got better of him. They...nearly managed to kill him

The sunset, it was the same time...same time when Raynalle stabbed Issei

His watch almost failed him and his left arm changed. It gave him some weird kind of power. He also got Feedback once again.

Rias Gremory...She saved him once again.. He sighed once again "Things were so much easier when I was 10 years old..." He trailed off as he took out one small photo from his pocket. The only piece of memory he had with him

It was the photo which was taken after his battle with Diagon. He was standing with Grampa Max while Gwen and Kevin were standing together. All of them had a happy smile on their face

He was...happy. He was missing his home right now. His family, his friends...everyone...

" It's quite fascinating, Isn't it?" Ben blinked looking over his side only to see Akeno's smiling face. She offered him a tea cup which Ben took without hesitation

" Thanks.."

" Are you alright?" She asked with concern

" Yeah... I guess I am" He replied with a faint smile, putting the photo back into his pocket

" You are thinking about them, aren't you?" She asked with concern

" Well...its something which can't be helped. My family, my friends everyone back home would be extremely worried about me. I want to go back as fast as possible.

_"Mom ,dad they could be in danger. What if someone attacks them to take revenge on me? What if Vilgax and Khyber ..._

_I will never be able to forgive myself if anything happened to them"_

Ben clenched the edge of the window tightly with a worried expression over his face as the negative thoughts engulfed his mind

" Ben- kun" His train of thoughts stopped as he felt a warm feeling on his hand. Akeno was holding it gently as they stated outside of the window

" Your family...your friends...your adventures... Would you like to tell me about them some times?" She asked with a kind smile and a soothing voice. A smile which he hadn't seen yet"

" Sure, I would love to" Ben replied with a smile of his own. May be these devils weren't as bad as he thought

" By the way that was pretty scary thing you used back there...I was paralyzed by fear...Even Buchou couldn't move"

Ben scratched the back of his head sheepishly" Well that guy scares people...It's his main power. It can turn anyone into a pansy. "

" Makes sense...But why that transformation? You could have done something else...something destructive...If you really wanted to..."

" To be honest...I didn't think of you guys as villains. I was having mixed feelings about you. That's why I chose another option. Which doesn't deal permanent damage ... I apologize if that was painful...but its effect wears off in a couple of hours..."

"Ara...ara...It's not enough but you will have to make it up to me" Akeno giggled

"I won't promise you anything but I will try my best" Ben chuckled

Scene change

Finally the meeting was started. As usual the members were Toujo Koneko, the first year cute mascot, Yuuto Kiba , A female magnet ( He was hated by every males though, even more than Ben. But the competition was becoming closer). There was Akeno who was standing right beside Rias Gremory . Rias was seated on a table chair

And our hero, He was seating on a comfortable couch. And for this time he decided to keep his calm. Koneko offered him a few biscuits which Ben took with muttering thanks

" So Ben Its time to tell you everything"

" Go on" Ben stretched his arms with a yawn. As he tried to keep his cool. There were a lot of questions but he needed to hear them out first

" Let's begin with a lesson~" Rias smiled

" Hell no, If you want to go on about ... How alcanes and alcohols interact or the equations of carbon and Hydrogen ... I am leaving. So just get to the point" Ben snapped with a frown . Everyone in the room scowled

" Ahh, He is one of those difficult to explain types, Isn't he?" Kiba sighed

" I guess, He is kinda goofy" Akeno nodded after sometime

" I don't think so" Koneko spoke as she swallowed the piece of Chocolate cake after chewing it. Ben wondered how she could speak without any emotions

" I think senpai is an idiot" She concluded with a monotone

" Huh" Ben clenched his fists, Obviously his ego got hurt as he was flatly insulted by that little girl

" Ha little kid like you should watch your language" Ben mocked and moved his hand to poke her...

" If you lay a finger on me, I will declare that you are a lolicon"

Ben groaned with annoyance, This girl really made sharp retorts. But when it came to the battle of wits, He was the most experienced

" He he...as if people will believe I am interested in a midget. Oh no...you are not a midget...you have white hair like granny. So what would I call you? Granny Midget,...

**CLANCK**

The dish in Koneko's hand was broke into half and she was giving him a nasty glare

" Don't call me that..." She frowned as she stood in front of Ben

"Feh...you don't scare me" Ben mocked as sparks flew between them

" Stop it you two!" Rias snapped causing Koneko to step backwards , " Now will you please let me continue" She turned to Ben with a scowl

" Oh! Please continue. I am all ears" Ben sighed

" Alright, You remember guys from yesterday. Right?"

" Yeah, I surely do. Who are those bird people?"

" Not Who but what? Those guys were fallen angels...

" Fallen angels? As in Fallen angels from Bible?" Ben blinked with confusion

" Correct...In this world, there are many things which are kept hidden from ordinary humans. The existence of mythological creatures-beings from stories and legends… In this world, these beings are real. Judging from your expression, you believe me, right?"

" What's there in not to believe? I have an ultramodern alien tech which allows me to transform into aliens. I am an intergallectic police officer. Like MIB... My paternal grandmother was an alien energy being with at least human-level sentience. This kind of being is called 'anodite'. They lack DNA of their own, but uses their naturally ability of manipulating and using mana, to magically copy and simulate the genetic code of a local species native to the world the anodite is currently visiting."

" What? What is this mana thing? And are you really an alien? " Rias asked with curiosity

" Ufu fu Ara...Ara Ben- kun is really an alien?"

"... Does senpai has weird antenas like mars people?"

"Geez! Listen to me guys. A person's life force can appear multiple different energy forms. Mana is the energy form within mysticism. The anodyte DNA passes over to only females so my cousin Gwen is fully fledged anodyte while I can't use mana yet. Although my cousin told me many times that I am slowly developing the ability to use mana"

"Oh you meant magic! You have a strong magical core. I sensed that myself~" Rias spoke with a smile

" My cousin is an anodyte sorceress, My best friend is an alien who can absorb metals and energies. My partner is a cat man. I even pulled Santa's carriage and delivered the gifts to break a christmas curse..."

" You pulled Santa's carriage, really?" Rias asked curiously, with an amused smile on her face

" ...Cat man...sounds cool" Koneko muttered causing Ben to blink

" Wait! A christmas curse? What happened Ben - kun?" Akeno asked curiosly

" Well, There was a guy named Mr Jingles who was turning people into elves and there was a village froze in time in the middle of desert. Long story in short The curse was turning me and Gwen into elves so to free us and a lot of other innocent bystanders from that I had to deliver all the toys they made into one night. Tight schedule...but I did it and all of us were freed from the curse. The time started flowing into the village. But...anyways if I continue about me, the stories will never end...In short I have seen a lots and lots of things. My life taught me to always keep an open mind. Think outside the box. Anything and everything is possible"

" Ufufu...good, That makes you special Ben- kun. I will like to hear about those things someday anyways...Going back-among these myths, there exist three factions who have been fighting since the beginning of age and time. These are Heaven-with its leader, the omnipotent being known as God, and his legions of angels. The Grigori-angels who have betrayed Heaven and were cast down because of their greed and wickedness. And there's us-The residents of Hell, the Devils- ..."

" Yeah, The villains of Horror movies and comics. Who are helping me for some unknown reason..."

Rias gave a pout and continued once again " We, the devils, have been in a war with the fallen angels since ancient times. We have been fighting over the possession of the underworld, which is split into two separate areas for both factions. The Devils form pacts with humans and this increases our overall strength. The fallen angels, on the other hand, control humans to eliminate Devils. Then, the heavenly angels come to destroy the two races on God's order. So simply put, the war is split into three groups: Devils, Fallen angels and Angels, with humans caught in the middle."

" So How this connects to me? I am not any of three. I am just a human" Ben asked in a casual tone

"Human? Really?" Akeno asked vaguly

" Agreed I am a badass superhero but still... I am a human. Awesome but still human" Ben replied with a smile

" In the day you feel weak, In night you get stronger. Correct? Aren't you curious about that?" Rias continued in a serious tone

" Hey, How did you..." Ben dumbfounded

"During your last fight, why did you feel the light which pierced you hurt more so than before…? Do you know why I'm going out of my way just to see that you're alright? Why I'd search for any means in order to bring you home…?" Rias continued as a four pairs of black wings popped out from her back . A pair of them appearing on each resident's back

" Did I not tell you that you lost something important a few days ago..."

Ben blinked as he felt some kind of sensation on his back.

Looking over his shoulder, He saw the same black wings protruding from his back.

" Guys...this a bad joke...really bad joke. I am not laughing . Get these things off me right now! " Ben snapped as he shot up from his couch

" This isn't a joke, when I brought you home after Hyoudou Issei disappeared-you were dying. The only way to keep you alive was to turn you into a devil. Ben Tennyson you are not a human anymore" Rias concluded

" Look, Thanks for saving me but you gotta turn me back. I don't want to lose my humanity. I can't go home like this" Ben replied with a serious tone, Although his fists were clenching, He managed to keep his calm. Yelling was not an option here

" What's done is done. You can't go back the way werewere" Rias sighed

" What did you do to me? " Ben snapped, finally his anger getting better of him, He can't be a devil. No, This was impossible

Rias took out something from her pocket , It was glowing red chess piece. From the carving on it , It looked like a knight

"Do you know what this is?" She asked casually

"Huh?" Ben dumbfounded and added with a groan " Are you questioning my intelligence? Even a little kid can tell this is chess piece , Knight to be exact"

"Good ... Ufufu Even though it doesn't look like it you are not an idiot" Rias giggled causing Ben to frown

"Hey, Stop calling me that" Ben growled and snapped angrily " Now that if your test of my knoweldge has ended will you please tell me WHY THE HECK CHESS CONNECTS TO ALL THIS MESS?"

"Ara..ara... He is too easy to mess with " Akeno giggled

"I know, He is One of those impatient types" Rias sighed and snapped her fingers. Akeno nodded and went towards a corner of the room. She took out a wooden suitcase and unlocked it on the table. As she started setting up the pieces...Ben realized quickly that it was a complete chess set

"_What? Do I have to play a game of chess with them to get the answer?" _ Ben said to himself with a groan

"No..You don't have to play a game of chess with me.~" Rias looked at him with a cute smile on her face

"I swear..you are using some weird devil power to read my mind" Ben huffed as he folded his hands together

"...No need to. Senpai is an idiot"

Ben clenched his fists as he turned to Koneko. He grew a tick mark on his head and groaned " Who asked your opinion? Granny MIDGET?"

Koneko's face showed slight annoyance and anger as she fiercely glared at Ben. Ben returned her glare with his own . Sparks flew between them once again

"...Don't call me that...SENPAI"

"Oh yeah! ... OUCH" However before Ben could come up with a witty remark, He was pinched on the arm, Painfully ...He turned around . Rias Gremory was giving him a pout once again

"Geez! Stop it you two. You are comrades" She huffed as she folded her hands

"Comrades?" Ben dumbfounded. Since when this annoying midget was his comrade?. Koneko bowed her head politely and spoke "...Sorry senpai..I will try to..get along with you"

"Huh" Ben's jaw dropped. What the heck was happening here?. This was even weirder than home

"Alright then as you know Ben-kun...this is rook and this is bishop..."

"I know okay...so please fast forward to main point" Ben groaned

"Ben-kun have patience. All of this is related to you being a devil. Now tell me what you know about chess pieces" Rias spoke in a casual tone

Ben sighed in frustration and continued in a not-so-happy tone " Okay...Once I was invited to judge World chess competition back home so I had to read all about chess in one night. Man! That was a complete head ache. Alright! Devils listen... First we start with the King...This is the piece the whole game revolves around . The ruler of the kingdom. Lose him, lose the game. The most crappy piece which can't do anything on its own...

"HEY DON'T TALK LIKE THAT" Rias' eyes twitched with anger...However Ben didn't pay any attention and continued

"Then there is queen, The most badass piece . It does all the work when the fat king do nothing. It can move every where, Do anything. Queen is just kickass...

"Ufufu...thank you Ben-kun" Akeno gigled. Ben blinked . Huh.. What? He didn't praise her.

" OUCH..." Ben cried in pain as someone pulled his ear painfully. He turned around . Rias was covered in red aura her bangs were revealed. Man! she looked really pissed off

"STOP BADMOUTHING THE KING AND...I AM NOT FAT" She snapped

"Alright...alright..I won't say anything about King. I swear on Bellwood scouts" Ben gulped and Rias let go of him quickly. Her angry face vanished and a smile took place on her lips

"Oh...please continue..."

"The knight can leap over the pieces and it moves in a L shape. More likely its good for close combats and likewise represents speed..."

"Good guess Ben -san" Kiba nodded

"The we have rook. It specialize in defense. Rook can also switch places with the king. The rooks represent the castle's walls, which protect the king, queen, bishop, and it is one of the dangerous pieces to watch around..It can kick your ass"

"...Senpai has really good memory"

"Alright Ben...Now move to the pawn..." Rias spoke casually as she picked up the pawn

" Chess is a war game so ...the Pawn is kind of like your common foot soldier - often the first ones into battle, easily manipulated...and expandable. Poor guy...His only job is to die for the king"

"Hey !while it may be true they are often used as sacrifice..." Rias began but Ben cut her off

"The pawns represent the serfs, or peasants, who had to pay money to live on the king's land. They had to work hard, and were still very poor. But despite that...Pawns are the soul of the game. If used correctly this little guy...Despite being weak can turn the tide of the game. Also if it manages to enter into enemy territory it can be anything except king. To be exact it is the underdog and the game changer... Its potential if fully utilized can even nerf the quee..."

Suddenly Ben stopped as he was hugged by Rias Gremory. He blinked looking at her once again " That was quite impressive Ben -kun~. You are really good"

"Nice job Ben-kun~" Akeno clapped with a smile

"I gotta admit..Ben-san explains quite well..."

Oh...that was nothing. Gwen made me remember all that so I won't embarrass myself in front of President..." Ben puffed his chest in pride like a typical showoff. However...He quickly returned to the reality

"Wait for a second...WHAT THE HECK THIS HAVE TO DO WITH ME BEING DEVIL?"

"The Devils use a system known as Evil Pieces. Basically, it's a real life version of chess. A High-class Devil has the ability to gather servants they deem worthy to be in their peerage, and they are reincarnated as Devils."

"So what…?" Ben dumbfounded but the realization hit him quickly..." You mean..."

"Yes, When you were dying, you wished for help? Right?"

"I wished for way back home...I didn't ask for your help" Ben snapped

"Your desire to go home was strong...So strong that I was summoned through the piece of paper you kept inside your pocket." She pulled out a piece of paper with weird markings. Ben grabbed his head. It was the same piece of paper Akeno gave to him

"Ben..you were nearly dead When I found you. So I used the Evil Pieces to let you relive your life, at the cost of being a Devil." Rias continued. Ben stayed silent...the shock being too much for him

"So now you are a part of my peerage, These guys-Akeno, Yuuto and Koneko, they are like you. I reincarnated them, and I strengthened their traits by giving them a piece aligned to their abilities. " She concluded turning her gaze to Akeno

"Yuuto is a knight, His trait is speed..." Akeno spoke pointing to KIba who waved his hand

" Koneko is a rook, Her trait is her extreme durance and strength and I am the Queen. Just like you said the most badass piece" She concluded with a giggle

"So, You are the king then?" Ben spoke in a serious tone as he turned to Rias

"Correct. I am their master, and yours." She replied with a gentle smile. Huh! How could she say such things like that?

"Ha ha don't get any funny idea. I will never become your puppet..never ever" Ben spat angrily

"I saved you and there are consequences for every actions" She spoke with an air of mystery " You owe me your life mister"

"Yes , I do . I admit it but that doesn't mean you owns me" Ben snapped clenching his fists together

"Ben-kun. Being a devil isn't bad. . Live the rest of your life as a Devil. Devils live for a very long time-centuries, no-even millennia… You'll be taken care of, given what you want-money, power, women-anything you can dream of-..."

"I ALREADY HAD MOST OF THOSE BACK HOME. I WAS THE WORLD FAMOUS SUPERHERO . DAMN IT!" Ben snapped. "I thought you were trying to help me... And here you are, trying to drag me into another bullshit by turning me into a Devil! I have ran out of patience good bye and ...FUCK YOU"

Ben yelled with outrage and turned to leave but two hands stopped him.. Rias and Akeno were grabbing him tightly on both sides

"Please...don't go...I know you are not as strong as before..." Rias pleaded

" Huh! When did you get that funny idea? Let go..."

"Ben-kun~ I know you have lost your transformations. Please this is for your own good..."

Bullshit! He told Akeno about that. Crap! Now those guys knew he was not at his full. He shouldn't have trusted those people so quickly

"While I may not be as strong as before...I can still kick your asses..." Before Ben could continue his world turned upside down... A sword was pointed on his throat, and Kiba was holding it, looking at him with eyes full of hesitation. Koneko was sitting on his stomach, grabbing onto his right hand so he can't use his watch

"As long as you can't make contact with your device,,,,,,,,,,,You are a normal person" Rias spoke in a casual tone. Ben closed his eyes and looked at her with an intent

"I have nothing to lose here...I prefer to die..instead of being your puppet" Ben snapped with outrage. Rias scowled and snapped back at him " Alright then...I'll leave you with a choice-You can choose to leave these doors, cut your connections with us and forget everything, however-I'll take away the pieces I have inserted inside you, you won't be a Devil anymore. You'll die. Right now, the only thing which is keeping you alive, is me. You might become human again, but at what price? There would be no way for you to return alive"

"Go on...I should have been dead that time I used the self destruct. . I should have been dead the time when Vilgax tore my body apart. I should have been dead the time when I jumped in volcano to free the ultimates from my watch. I should have been dead the same time Charmcaster sucked my soul. If I lived through all this I will also give that a is not the first time I faced death Rias Gremory. I am not scared of you want to kill me then go on proceed"

SLAP

Silent covered the room as Ben was slapped hard by the crimson haired devil

"Geez! Stop talking like this. Idiot! I am not some sort of villain. Why would I revive you if I wanted to kill you? Huh...Are you a suicidal? Don't you want go to your home? See your family... . If you die, there will be no way you will see you family and friends. With you becoming one of us, I could take this case to the higher ups, and they might find a way to send you home. I have connections to the ruler of the underworld"

Ben rubbed his cheeks as Koneko and Yuuto backed away.

" Besides if you die, You will also kill Hyoudou Issei with you"

Ben's eyes widened as he heard the name, He looked at Rias with intensifying glare " Look, Don't joke about dead people"

"Ben, Trust me...Now remeber the moment when you were the strongest...relive it and you will feel the change" Rias spoke in a tone which left no argument. Man! She sounded really serious

Ben closed his eyes and remembered the moment...when he absorbed the Diagon's into ascalon and stabbed the Vilgax . The moment when he had godhood for a moment. He had power to reshape the whole universe

The power which corrupted him...for a moment

When he opened his eyes, He dumbfounded. His left arm started glowing and suddenly it was covered with covered with a red, claw-shaped gauntlet with yellow accents and green inscriptions

"It's true..he really has the Boosted Gear" Everyone in the room blinked in the amusements

"What is this thing?" Ben dumbfounded , Somehow he could feel the power inside him started increasing

"Hyoudou Issei possessed this sacred gear . The Fallen Angels might have discovered it through some means, and thought of him as a threat. "

"Sacred Gear? Wait for a sec...What the heck is a sacred gear?"

"Sacred Gear is an irregular power that is bestowed to certain humans. For example, most of the people whose names are recorded in history are said to be possessors of a Sacred Gear. They used the power of their Sacred Gear to record their name in history." Kiba continued

"Hyoudou Issei possessed one of the which is said to be one of the supreme Sacred Gear, the [Longinus], therefore it had that much value. The gear which increases the strength of user at every 10 second. It's strength can increase up to level that its user can match and kill Gods and Maous...You can guess it from the fact It's energy is nearly equals to that of yours... Ultimatrix"

"But why ? Why killing Issei?"

"Fallen angels saw it as a threat...They saw you as a threat too but they wanted to take out the weak one first. I can guess the gear wasn't in its current form when they reached Issei. Now Ben do you exactly remember what Issei told you before disappearing?"

_"…Wherever you are… I will always be with you… Though I may be weak, and insignificant… but… I will try… my best to help…"_

___"…I only wanted to help you… ever since I met you, I knew… sadness-it lingered in your heart… I knew, despite the smile you showed… you were keeping it hidden…"_

_Your arm… the arm that protects the ones you hold dear… __Please… take care of my folks… mom… dad… Matsuda… Motohama…"_

_Be a harem king and grab some oppai...I will be alright_

"And that's all. Although the last part is a bit..."

"I know" Rias muttered, Akeno was covering her amused smile, while Kiba and Koneko was making a bitter face

"Perverted" They voiced out

Ben sighed. That guy was a super pervert. What do you expect ?

"Alright Ben..I am not an expert in sacred gears but I can guess that when Issei felt his life dwindling away...the sacred gear must have heard his desire...

"Desire?"

"The Sacred Gear must have heard his wish, and since the host was dying, it heard his last request-the Sacred Gear was transferred to you. Sacred Gears are driven with the power of desire. And it also determines the power for it as well. Even though you are a Devil, your will to desire hasn't been lost. The stronger you desire, the stronger your Sacred Gear will respond to you." Rias concluded

"I don't get it...It's too much to take" Ben groaned for a moment then realization hit him..." Oh...Is this the reason my watch malfunctioned?"

"May be...The sacred gear you have is really powerful...But the artifact you have is equally stronger. It's possible that both powers clashed and ..."

"My watch got a reboot and I lost my aliens. This makes sense" Ben concluded

"Yes, Both energies were fighting for dominance until your ultimatrix shut off to protect your body... .."

"Alright then..why don't you take this thing off..? This is messing with my aliens and time limit. I am better off without it. " Ben groaned... He was grateful that his watch did get activate in the right time and he got **Feedback** back otherwise...

"..I can't . Sorry Ben and even if I find a way to do that the Hyoudou Issei's existence will be lost" Rias clarified

"Huh? How?" Ben dumbfounded

"I assure you, Hyoudou Issei is still alive-and right now, that arm you hold is the only way of bringing him back. It is a baseless hypothesis, but if ever you lose that Sacred Gear, Issei will be lost forever… You don't want that, right?" Rias asked with a serious tone

"But this doesn't make any sense, How can someone be dead and alive at a same time?" Ben snapped

"I dunno...Right now..these are the only things I can tell you. Sorry Ben" Rias concluded with an apology

Ben grabbed his head and stayed silent for a while...Then he looked at Rias and spoke with a grin " So things are really messed up ..Even for a superhero like me"

Rias smiled as she put a hand on his cheek " Ben you will get through this..I promise"...Suddenly Ben snapped her hand away and asked with a serious tone " Why? Why are you helping me? You know I will jump away from here the same second I find a way back home,,,,,then why?"

"The moment you fell from sky...It was fate. You were a powerful being from another world and a superhero too. You met Issei , Bearer of the boosted gear. When we met..I knew something was bound to change..."

"He he...while its true I have got a few of my awesome guys back. My strength is nowhere near ...I was used to be. My control over my watch is messed up. My time limit is messed up. I am not as strong as I was used to be" Ben concluded with a sigh

"It doesn't matter to me...You are a devil now and its all that matters. You are my servant and I am your master. You are the strength I was seeking...and I am your way back home.." She smiled as she put a hand on Ben's shoulder

Ben put her hand away and extended his own causing her to blink in confusion . "He he...Devils in those horror movies and comics give tempting offers. They also speak cliched lines like that..." Ben chuckled

"I don't care if you think of me as a villain...To me you are my precious servant and I am doing this for your sake" She spoke in a voice full of determination and pulled Ben up

"_A servant?...Still a servant? I don't like being called a servant...Anyways fine for now...I don't have any other options"_

"What if you change your mind someday?" Ben asked with curiosity

"Then, kill me. Would that be enough for you?" Rias declared with confidence. Ben took a few steps back with shock...as he looked in her eyes. It was giving him a feeling that...she was not lying

"He he sorry Miss...I am a superhero and I don't believe in violence until I am forced. Even so... I can't kill anyone. I never did , Never will"

"Then I too am sorry… I may be a Devil, but I do keep my promises." Rias replied with a smile

"Feh, I don't feel any different... I don't feel like going to destroy the city or demanding virgins and sacrifices...Also I don't feel like drinking blood like Dracula. So I guess its okay...If devils are like you"

Everyone in the room broke out in laughter causing Ben to blink

"Ufufu...Devils don't do that Ben. It's against out rules to kill human without any cause. Infact you will...find we are not that different from humans. Just our customs are kinda different than them and we live a lot longer" Rias giggled

" Alright then... for now ...Ben 10 at your service Mam" Ben grinned with a mock salute

"Well since I am this club's president. You can call me Buchou...I have already enlisted you in the club and as you can guess this is our gathering place ..."

And there began the explanations...How light spears were dangerous to him? How holy objects were dangerous for him too...Blah...blah all that booring rules.

…After some more boring talk, Rias finally ended the meeting.

"I have already sent a letter to your guardians, informing them of your one week stay at school. Please take a rest in the bedroom-this building will be yours for tonight. Your body has still not fully recovered, and tomorrow, you will begin your job as a Devil."

"Yeah yeah...as you say" Ben sighed

The Club members bowed to the Rias politely, before nodding toward Ben in a friendly manner. It seemed to him that the hostility from before had completely vanished.

Rias walked over to Ben and spoke with a smile " Good night..Ben and please Don't run away..."

Ben sighed, He realized that being a servant didn't mean being puppet after Rias' explanation. It meant being one of them and that was quite common among demons. But still being a servant... Didn't seat well with him

However Ben decided to follow his heart and trust this people once again...They didn't seem like bad guys. Mischievous ... yeah but not bad

"As you say...Buchou" Ben replied with a usual smile. Somehow Rias seemed to like the way he addressed her. For the first time since the meeting started...She smiled brightly

**Scene Change**

And here he was, seating on a comfortable bed. Even though it looked like he was okay from outside...a storm was blazing inside of him.

First He was a demon...That wasn't that big of a problem. Since Devils were just non human species and they didn't looked like villains from horror movies. Second he was a servant of Rias Gremory. Servant...huh? Being a servant still didn't seat well with him. Being a servant didn't mean being a slave, Not to Rias Gremory...especially the fact that he could see care and affection in her eyes...too much affection and warmth for a stranger

Third the weird gauntlet on his left hand, The so called Boosted Gear. The thing which belonged to Issei and it messed up with his watch. He closed his eyes and recalled himself as **Atomix , **A brief glow illuminated the dark room as the claw shaped gauntlet appeared in his hand

The boosted Gear

The jewel on its top was glowing as if it wanted to speak to him. Man! Life was getting more and more complicated each moment. He closed his eyes once again and called off the sacred gear. Sleep...Sleep was nowhere near to him. He walked to the nearby window and looked out of it

The sky filled with stars, Still looked amazing. He recalled , Whenever he felt alone he used to look at the stars. It made him feel he was not alone. The moon shined brightly that day...Kuoh academy...It looked pretty cool. The trees, The whole buiding , the fresh breeze of air...It gave him a feeling of ..nostalgia

Gwen, Kevin.., Grampa, Rook..., Mom , Dad How were they holding themselves? Did they even know he was alive? Of course they should, Azmuth should have figured that out by now. But when even Paradox denied...Would Azmuth be able to come up with a way in time?

Will he ever return home?

**Step...step...step...**

Ben blinked as he heard footsteps coming towards his direction. He wondered who could that person be cause as long as he recalled right now he was the only occupant of this buiding. The sweet and crispy fragrance of herbs and flowers filled his nostrils

"Ara...Ara can't sleep?" Ben dumbfounded and turned around. Someone had already moved over beside him and it was clearly a female

"Yeah...Too much is going on my mind..." Ben replied and looked behind, It was a pretty black haired girl with her hair down...He gotta admit she looked gorgeous

"Akeno-senpai...?" Ben guessed

"Oh...Didn't I tell you Akeno is fine when we are alone?" She pinched his cheeks once again causing him to slightly groan. Man! Why did she treat him like a little kid?

"Your hair...It looks pretty" He muttered as he gazed at her once again. She was wearing some sort of traditional outfit which was a feast for eyes. He quickly averted his gaze as he didn't want to ogle her

"Ara ... ara..really...thanks" She giggled once again

"By the way what are you doing here?" He asked with a sigh. She was standing dangerously closer to him and if this goes on too much... sooner or later He will get too much excited to sleep

"Ufufu...Were you expecting me naked ? Ben-kun"

"Hell no! What gives you that idea?" Ben panicked . Did she think of him as a pervert?. That was Issei's department not his

"Oh...I thought you were much experienced with women since the way you spoke...

"Hey! I was a world famous superhero , not a womanizer. I had hot girls as fans but I didn't date them. I am a one girl guy... Stop thinking weird things about me"

"Ohh...So who is that one girl?" Akeno pressed on the matter once again

"Well...We broke up. I guess we were too different to get along..." Ben trailed off with a sigh

"Ara ... ara...A love story? It must be this Julie girl I would love to hear a love story..." She giggled

"Akeno-senpai...Now that you know me..I want you to know that never mention her name in front of me. Please...I request you" Ben spoke in a serious tone

"Okay..I won't...Sorry if I brought back bad memories" Akeno replied with a smile as she patted Ben's shoulders

"No need to...But I don't like when people bring her up to me. " Ben spoke with a sad smile

"Don't worry... By the way tonight Rias gave me previlage to look after you. so I am going to sleep with you"

"WHAT?" Ben panicked

"But, Don't tell her okay. Let's keep it a secret . After all you are a "precious" servant to her. Ufufu... my blood boils from the mere thought of trying to steal you away from her…" She smirked as a scary golden aura surrounded her. Man! That girl has smile of a sadist. Scaary...

"Alright let's got to Bed then" She didn't wait for an answer and wielder of ultimatrix was dragged towards the bed

Ben sighed as he looked at the ceiling...Sweat covering his forehead. He was sleeping with a girl ...A hot girl. This was surely nerve cracking

"You won't take no for an answer, Will you?" Ben sighed. Akeno just smirked in reply and she pulled the blanket to cover both of them.

"Of course not...You told me you will make it up to me right?" She gigled

"Yeah...But don't you think this is a bit too much? I won't get any sleep this way" Ben groaned

"Ara..ara...Why don't you tell me your story until you fall asleep? From the beginning..like how you found your watch and became a superhero... You promised me right?" She looked at him with interest

"Alright...If that's what you want..." Ben let out a groan and sighed in defeat. It seemed there was no way out now. Ben crossed his hands behind his head and took a long breath. Akeno decided to crawl closer to him until she was right beside him

"Hey! What are you doing?" Ben panicked

" I'm simply spoiling my cute kouhai, in order to get to know him better." She answered with a smile. Ben closed his eyes. Trying to calm down his hormones. But...He gotta admit she was really warm and ...

Quite "Unsettling" for him to sleep

"I am waiting for you to get to sleep...Rias says you have got interesting habits when you are asleep..." She dropped the bomb

"WHAT?" He dumbfounded

"Ufufu..I already saw it first hand but I will at least feel it first hand so please start your story and go to sleep"

Ben blinked...not getting her words. He took a long breath and began " Well 7 years ago, There was a kid...Hyper active, a little bit dumb, class joker...Overall he was a loser. But despte all that he always wore a smile on his face. He wanted to show people that he could be super awesome...One day that kid went on a summer trip with his Grampa and..."

"Oh...then what happened?" Akeno asked with anticipation

"It became Hero time..." Ben chuckled as he continued . And the night went on just like that...

**Scene change**

Ben groaned once again as he found himself in the weird version of null void once again... He stood up and a bright glowing mirror appeared in front of him once again

His eyes widened as Issei's image appeared inside of it, With the same lecherous grin

"Oppai..." Issei murmured

"Buddy! Can you talk about anything else?" Ben snapped. He was losing his calm right now

"I don't know Why Ben. But he he..I am seeing some fine oppai in front of me" Issei grinned

"Huh? Even after death all you can see is... "

"I am not dead you bastard and I can see oppai before my very eyes! I can feel them rubbing against me. This is like heaven. Lemme take a look at the face...It's Himejima-senpai? Whoa!" Issei's eyes sparkled and his grin widened even further

"Impossible...She is sleeping with me" Ben dumbfounded

**Bang...Bang**

Issei smashed his fists on the mirror angrily

"What the fuck...? You bastard...First you sleep with Rias-senpai...then you sleep with Himejima senpai too...Fuck you bastard..."

"Issei...Issei..calm down... and tell me Where the hell are we? This feels too much real to be a dream" Ben spoke in a serious tone interrupting Issei's angry rants

"I dunno...This is just a room with a mirror" Issei shrugged

The mirror started shaking and a new voice cut in

**"Welcome...Inside the sacred Gear..Ben 10"**

The room was filled with an old man's laughter. He was everywhere. It was just like Zombozo's hall of mirrors. This presence was powerful and overwhelming...A bit like Diagon but Ben kept his stand still and yelled

"Who are you...?" Ben snapped**  
**

**"My...my He is quite impressive"**

"I told you...he is just badass and awesome"

"**Yes , I know. I've seen his power personally. The divine slayer, Diagon destructor and the descendent of Old George. It's a shame that he gave away Ascalon that time and his watch wasn't co operative. with me..."**

"Issei...Do you know this Gramps?"

**"GRAMPS...WATCH YOUR TONGUE BEN 10 OTHERWISE I WILL RIP YOU APART..."**

A bright light erupted from the mirror.

"Geez! Calm down you two" Issei shrugged and with that he was gone. A gigantic red dragon was staring at him on the other side, and Issei's voice was resonating from everywhere.

"This is Ddraig… He's the Red Dragon Emperor."

"A dragon?...But dragons are..."

"**The one you rescued from Knights wasn't a real dragon...But the one who was absorbed by Vilgax was a true dragon. The God of destruction...Diagon...The dragon as powerful as Ophis..."**

"Wait a sec! How you know about Diagon?"

"**Child! Diagon was extremely powerful. When he got killed...every beings got the vibrations. Especially Dragons...He was one of our kin. Evil bastard yeah but still he was connected to this dimension"**

"So you know how to send me back home"

"**No...I don't . Now let me tell you some essential things...Issei explain..."**

"Alright! Ben do you remember the moment I vanished?"

"Yeah? " Ben dumbfounded... The mirror shined once again and he was shown a scene from before...Issei's last moments

**Flashback**

**"Do you want to live H****youdou Issei?_"_** Ddraig's voice resounded, However as Ben didn't hear it that time, He guessed that must be playing into his mind

"Who are you?" Issei snapped

**"Right now, that is not important. Your life is dwindling, and your body is being destroyed by the light. Your answer?"**

"NO" Issei replied causing Ben's eyes to widen

**"Why not?"**

"If I live...I would be a burden to Ben, If I wasn't there Ben could have easily kicked away those bastards...Yuuma -chan..."

Ben closed his eyes. This guy was willing to die for him?

**"…Do you want to help him then?"**

"I'm too weak… I'd only be a hindrance."

**"Then, Hyoudou Issei-I will give you a choice."**

Ben blinked in confusion. What choice?

**"Live… your soul will be placed in my care, and your consciousness will never fade. I will grant you the power to help your friend, but-"**

But...There was a but coming. Ben knew that very well buts were never good

**"You'll lose your body. A body without a soul will rot away, and your body is already damaged beyond repair… If this goes on, nothing will be able to save you. But, if you choose to live, I will house your soul inside me, and I will transfer myself to him. He'll become more powerful, you will be able to see through him, feel through him, but that body will never be yours… only your soul will be salvaged."**

"And the other option…?" Issei asked.

**"Die… and I will find a way to go to that guy regardless… I have seen his power, I already recognized who he is from the symbol on his chest and I wish for him to be my new host."**

"Why? Just because I am the Ben 10" Ben wondered

"Then, why are you giving me a choice…? You can just leave me be-" Issei began but Ddraig cut him off

**"I have heard your desire. You have many unanswered wishes-oppai, women, oppai, fame, oppai, but the final one struck me most… of all my hosts, this is the first time someone as weak as you appeared, yet, you have the resolve to sacrifice your already insignificant life for others. I have never met a host as kind as you… That man-he is strong, He is a legend of his era yet you foresee a weakness inside of him. You wish to help him, despite having no power yourself."**

"Of course… He... He is my friend after all."

**"You have only met him for weeks, yet-"**

"That doesn't matter! Look at him now! He is fighting for me, even though he isn't involved in anything! He is fighting for my sake; he is hurt because of me! Why can't I fight too?! I want to be as strong as Ben, as popular and handsome as him-but I'm not! Okay?! I'm weak… Why the hell am I so weak…?"

**"…You are still my host, and I am still your Sacred Gear. I will at least answer one wish for you, so decide."**

"…can I still be saved…?"

**"…if you desire it… then I will let it be so."**

**"…Do you not want to become stronger? If we stick with that man, we will be unstoppable. He is a living legend. We will gain what we desire, and if ever we find a way… you might get your body back."**

"

"…Fine. Do it… Please, help Ben…"

**"And live… we will live through the Diagon Destructor and Descendent of Sir George Ben Tennyson." Ddraig muttered.**

**Flashback end**

** "But your Device thought of me as Diagon as we were of the same kin...and it got rebooted. However it's not that worse since you are getting back your powerful transformations"**

"Does ...anyone else know about me?" Ben asked with a pause

"**No...Even the Maous or the God doesnt know about that incident. However I can see Ophis or the White one knowing about that...It would be interesting when you clash with him Diagon Destroyer..." and with that Ddraig vanished and Issei appeared back**

"So you are inside of me? Really" Ben groaned

"Yeah...I am freeloading inside of you...especially your arm..."

"WHAT THE FUCKKKKKKKK? " Ben yelled smashing his fist on the mirror " You bastard...You were the one who was groping...

"Oppai...it was good..." Issei spoke with a lecherous smile causing Ben to punch the mirror again

**"Ha ha ha...Superhero and super pervert together...what a team?" Ddraing laughed from background**

"Asshole...I don't mind you freeloading...but you...you are making me do perverted things bastard...I don't want to be seen as a pervert" Ben snapped

"You're not angry at me for leaving you with a burden…?" Issei asked

"No...You are my friend after all...Super perverted , kinda dumb but still a friend and I will do everything to help you out" Ben chuckled

"You are so kind Ben...sniff" And with that Issei started crying causing Ben to sweatdrop. Man!This guy was over emotional

"So Mr Ddraig...Is there any way to get this guy back to his body? and me getting home?"

**"I'm not sure how, but I do know it can be done. His body needs to be rebuilt, and the Sacred Gear must be transferred to the body together with his soul. and you will also be able to go home as long as you desire. All you need to do is find a way...Nothing should be impossible for you Ben 10"**

"Ben...I know all about you...Bellwood, Omnitrix, plumber...you are a superhero Right? like Superman and Whoa...you are like MIB too. You can turn into any aliens right? Can you turn into Goku" Issei asked with curiosity

"Umm... Well I have got an alien who acts like Goku and super powerful" Ben chuckled, Recalling **Atomix**

"Yeah I saw it...That guy was like Cell and Goku combined...HA ME Ha ME HA ...It was totally awesome..."

"Thanks..." Ben puffed his chest in pride..." But wait How? No one was supposed..."

**"After the link was made, your memories flowed into him, and his has flown into you. Ben, Issei and you will become "one", not only in mind, but also in body. Issei will see what you see, and feel what you feel. However, you have greater dominion over yourself, but Issei will be able to control an arm if his resolve is great. Unfortunately his lust is as much strong as your willpower"**

"So if he want to touch ...

**"_He'll be able to do so. That's why, bear with the shame, for both our sakes." Ddraig muttered in an apologetic tone_**

"Hey guys stop looking at me like I am some sort of pevert..." Issei groaned. Causing Ben and Ddraig to sigh. That guy was really a pervert among perverts

**"Soon, you will be able to remember Issei's life, even though you have never experienced it. The same goes to Issei…"**

Ben sighed...He will be overflowed by memories of porno and girls beating. That was worse man. It was crap

"Ben , I will help you going back to your home. You have had an awesome life and you could have become a harem king if you wanted. You deserve to be there...But just get my body back okay" Issei spoke in a serious tone

**"I will help you too Ben Tennyson, You are my host. You have both my sympathy and respect. So what do you say Ben 10 partners? " Ddraig spoke**

"PARTNERS!" Issei yelled jovially

"Alright then Partners...**It's Hero time"**

**Scene change**

"Huh? What do you want? I have to be a postman" Ben groaned causing Rias and Akeno to grin

"Well, You have to do that since you are newbie. When humans with strong greed take these in their hands and wish for what they want, then we, the Devils, will be summoned before of them. So Ben this is an important job" Rias explained with a bright smile

"So there is no way out?" Ben whined

"Of course not" Rias shook her head

"Tomato-sama is mean" Ben groaned causing Rias to pout while Akeno hid her face once again

"Mou~ Don't make fun of me like that...You are a meanie servant" She huffed . Ben sighed and pulled up his sleeve. When he shuffled through Ultimatrix. He sighed in relief as he got at least 8- 9 aliens back. He smashed the dial of Ultimatrix once again. A bright green flash engulfed the area

**Buzzshock** appeared in his place

"Ufufu ...Battery like shape...It must be like those Megawhatts you told me into your stories"

"Yep, Right guess...Miss Queen. Alright let's see if this works or not. Command mode code 1010 life for lock selected"

"**Life form lock Initiate"**

A bright green light surrounded him and the symbol on his chest vanished. Ben sighed in relief. At Least that thing was still working. However It took a lot...a lot out of it but still life form lock was a useful function

"Now what was that?" Rias asked curiously

"I will discuss it with you later, Along with some other recent developments" Ben sighed...recalling his encounter with Ddraig and Issei."Akneo-senpai will you do me a favor?" He added with a grin

"Ara...ara...What favor Ben-kun? If you needed favors you would have asked last night..." She winked with a playful smile

Ben facepalmed. This girl was rubbing him of the wrong way. His Bully sense was getting high signals from her

"It seems...you two had a nice time...ufufu" Rias spoke with a dangerous smile as red aura surrounded her " You surely have some nerve...flirting with my queen in front of me"

"I am not...I was just asking for some electricity...

"Ara..ara You sure tell nice stories Ben-kun and I gotta admit you have had an extremely interesting lifestyle...I would like to continue from where we left...Ufufu...I had a really nice time" She giggled enraging Rias once again

"Mou~...Unacceptable...You were supposed to tell me first. It was supposed to be a special Master servant bonding moment. Meanie servant..." She clenched her fist angrily. Her bangs fully revealed now Ben sighed. He knew better to mess with an angry scary red head. He picked up his bag and jumped out of the window

**So guys as you know the secret is revealed...**

**Interesting twist right...**

**Just like Ddraig, Issei will be the consciousness within the Boosted Gear. Issei will also be the cause of Ben's supposed perversion. Suggesting him lewd things or sometimes misusing his hand...**

**Ben and Ddraig will be surely bickering over it...Ha ha... while no need to say some girls will be enjoying that**

**Ben's current aliens**

**Upchuck**

**Amphibian**

**Buzz shock**

**Bullfrag**

**Ultimate Bullfrag**

**Mud( Ultimatrix's version of sludgepuppy)**

**Feedback**

**Arcticguana**

**Ultimate Arcticguana**

**Shocksquatch**

**Swampfire(REturning soon)**

**Ultimate Swampfire(REturning soon)**

**Despite early time out...imagine using those aliens with Boosted Gear...And also consider the fact as a devil Ben's own.. strength has also increased **

**So even with his limitations ...Ben is still pretty much strong. **

**So guys please please please review and give me advice on what to do next...or pm me... I really need your help. More you review the more early the update will come**


	6. Chapter 6

**Last time**

**Our hero's trouble continues to increase as he learns he is not a human any more and Issei's soul is inhabiting his left hand as he is not "dead". In addition to that there is this huge red dragon who calls him the Diagon slayer...ARGHHH...This is so damn frustrating**

**And please please don't start on Akeno and Rias...**

**Never mind**

**So let's see how our hero is handling his postman job...**

"From superhero to delivery boy..." **Buzzshock** growled as he jumped from one electric pole to another

"Yeah , This is Mr Baumann over and over again..." His copy muttered as it jumped on a pole other side of the road

"This is so damn FRUSTRATING!" A copy yelled as he turned into green wave of electricity and dashed towards left side of the city

Well, This was not actually his fault. There were 30 **Buzzshocks** running in the city to deliver leaflets. Which happened to have an easy to use magic-circle on them.

When humans with strong greed take these in their hands and wish for what they want, then the Devils, will be summoned before of them. Ben sighed in relief once again as he looked at the machine in his hand, **Buzzshock **was the only form which had object duplication powers like ** Echo Echo. ** It was some sort of GPS . The monitor is displaying the map of the town he was in and there red lights were flashing on it.

Devils were pretty fancy here, Not like the Constantine movie. Another thing which highly impressed him was Devil invisibility technique. As long as he was active as Devil no one paid attention to him or in proper words batteries running inside the city. Cool! Why didn't plumbers has such technology?

What to expect next meeting Satan in a tuxedo . He he! It would be fundo. Superhero meeting superevil

WHAT? Just because he is a devil didn't mean he wasn't a superhero anymore

It was quite amusing to see the devils had areas or territories assigned to them just like magisters. The town in which he currently lived was the territory of Rias Gremory

He was dashing towards those areas, When he arrive at the flashing point which is the house belonging to someone, He had to put the leaflet inside their mailbox.

Then he will move towards the other flashing points nearby.

He kept repeating the procedure over and over , Well actually 30 times over and over. The thing which frustrated him the lights on the watch never disappeared. Albeit they sometimes got less in numbers but never disappeared

CRAP! There were too many people with greed. Well when they said civilization is greedy it is kinda true and our hero found it the hard way

Every Ben was facing the same problem and they were not happy

"FUUUUUCK YOU DEVILS..." 30 voices yelled from the different corners of the city.

**Scene change**

Probably after running four hours inside the city and feeling like he had almost ran out of his battery...Well that would have been the case if there weren't any electric poles around. This job was certainly tiresome cause Ben never needed to absorb electricity as Buzzshock. Hack! He powered up the whole dead null void projector just after a lil bit trouble

However it was not like the lights on the monitor disappeared. He ran out of leaflets! . Yeah, That was true. He ran out of those crappy papers. But finally the crappy labor was over and all** Buzzshock's** merged into one and rushed towards their temporary "Home" by turning into green charge

Well, It didn't took more than 5 minutes for them to reach Kuoh academy and reaching the Occult research Club. Just like usual he entered inside an opened window

"Oh! You are earlier then I expected" A voice said. Ben blinked as he saw Rias Gremory standing there . Ben groaned and gave her a nasty glare

"Huh? Early...? Early? I spent four hours running through the city until I ran out of leaflets" Ben snapped and added with a frown " 30 mes ran through the city and still the crappy lights never disappeared"

"Thirty you...?"

"Like this" Ben scowled as two other Ben's popped out of him. It was kinda crappy but cool too. So that's how he completed the job earlier than she expected

"Leaflets finished? But Ben that was stoke for the 10 days" Rias sweatdropped causing Ben to facepalm. His eyes widened in horror...and he brushed the sweat from his forehead

If one bag contained stoke for 10 days...then he multiplied 30 times and as much as he recalled almost all of them were running out of leaflets

"Crap! Not 10 days I delivered for more than 15 months of stoke..."

"What?"

"When I make my copies the object in my hands multiplies just like my body" He replied with gritted teeth

"Whoa...You have made a world record of devils! I mean no familiar or servant has ever delivered so many leaflets . Doing that in one day... Wow you are really special" Rias cooed with a bright smile. She was both amused and delighted

Ben groaned and released the life form lock. With a bright green flash followed by a red beep he reverted back to his human form and fell on his knees heavily panting. His shirt was soaked with sweat

"Ben! Are you alright?" Rias caught him before he could fall on the ground

"Tired...Lock..took...so...much...energy..." He spoke in between his breaths as his legs felt like jelly

"I didn't know your device can tire you out...Here let me help you" The red-haired beauty sighed and led the tired hero on a comfortable couch

"Jeez! You look like mess" Rias chided and she gave him a glass of water. Ben drank it in one sip and managed to catch his breath after a few moments

"Thanks" Ben muttered

"No need to...Fufu..I didn't expect you to break a world record on your first job but knowing you...anything is possible afterall you are my cute servant" She giggled and pinched his cheeks. Ben slightly flushed. First a supermodel sits too much closer to you and calls you cute then she pinches your cheeks

Only a man without hormones won't get flustered

Hey...she called him a servant ...anyways let go of that" servant" thing for a while

"I know I am awesome...But I don't want to waste my awesomeness being a courier boy" Ben groaned causing Rias to giggle

"Fufu...Trust me it isn't your job. Usually familiars do that. It was for the first timers and Akeno,Koneko, Kiba all of them did that but still...nobody managed to deliver that much fliers ever."

"Familiars? What the heck is this familiar thing? I mean from what I know Familiars are usually a sorcerer's partner or slaves right"

"Correct, But how do you know that Ben-kun" Rias asked with curiosity

"Well, Like I told you before my sister is a very powerful sorceress and..." Ben trailed of with a sigh as he remembered Charmcaster..Not sure on what to call her friend or enemy " There is this powerful warlock and her niece who are constantly troubling me with their evil scheme"

"Wow, Like supervillains from animes?"

"Yeah, You can say that" Ben chuckled " There was one production house who were going to make anime on me and if everything went well their first episode should have been aired by last week"

"Anime on you?" Rias exclaimed

"Hey, Why are you so surprised? When I told you I was a world famous superhero who defended earth numerous times I wasn't lying. Feh, Gwen made a huge profit from writing the script on the movie" Ben replied with groan

"A movie?"

"Yeah, The warner bros made a movie on our first summer trip called Ben 10: The Beginning . It released worldwide last month and that was a blockbuster" Ben spoke with a proud grin. Well being a celebrity wasn't that bad

"Whoa, Really?"

"Huh, Do you think I am making this thing up?" Ben frowned

"Mou~ it's not like that" Rias blinked and waved her hands "I was just caught of guard but still all of that ...You were really having a great life back home"

"It was fun but I had my ups and downs. Couple of superheroes whom I like turned into supervillains just because they were jealous of me. Children and teenagers liked me" Ben shrugged " While adults and local authorities...outwrite hated me for a long time "

"Why?"

"There was one media mogul named Will Harangue. He thought of me as an evil alien tried to take over the world. He used every bit of his wealth and influence to destroy me. Even teaming up with my enemies or buying weapons to kill me. Because of that guy it took time for people to realise that I was a superhero. Anyways all of that changed when the earth was attacked second time by a race named Incursions..."

"Just like Independance day...?"

"Yeah...but wait a sec. How come things are so similar between our worlds except the sumo slammers? The movies, Production houses, Entertainment channel, smoothies every single thing is same like my home" Ben exclaimed

"I dunno. There must be some connection but we will take care of that later" Rias sighed " Now continue please"

"Alright then after that..."

They talked and they talked...for a long time. No one else was there to interrupt them. Ben didn't know why he opened up to her or Akeno so easily. May be because he wanted company. Besides his family he always seeked someone who saw him him as Ben instead of the famous Ben 10. That was rather difficult after becoming world famous.

May be that's why he never went on a date after his break up. There was Easter but things weren't progressing very well between them as Easter was busy in her job as Kraho's leader.

Rias or Akeno didn't know him as the world famous Ben 10 . They knew him as just Ben and he didn't know why but...It almost felt good.

Only if Issei stopped babbling about oppai

**Scene change**

Thankfully, Being a courier boy wasn't his job. Just like Charmcaster's stone monsters Rias possessed a mouse and a bat. She could transform them into human at her will and they delivered leaflets day and night. The reason he was stuck with the delivery job because Rias wanted to have him experience what being a devil means

Ha ha...Sarcastically How being a postman made him understand that?...That was a frustrating "logic" which would take an galvan to understand that

Or this was just some sort of devil ragging... anyways That sucked!

Well, There was some sort of weird logic behind this delivery job. One leaflets could be only used for one wish and the particular leaflet he delivered summoned the devils from Rias' group

As a price, They receive an award fitting for the particular wish they make. It can be money, an object, and at times even their life.

Well, Thankfully there aren't any contractors who will go far to use their life to make a wish. Even if there were any Ben would never do such thing.

Besides if there was a person like that, it usually gets cancelled since the price doesn't match up with their wish.

"_It's harsh" _Issei muttered

_"You can't bargain with your life, I mean it's ridiculous. It doesn't end up well" _ Ben muttered as he dressed up getting ready to attend a meeting in occult club. Those guys were probably his only way to return home, He had to stick with them. It wasn't a problem since they didn't tell him to do anything "bad ". He wasn't happy with the delivery job but since Rias helped him he had to pay her back besides it wasn't bad, All he did was to clone himself by absorbing electricity and jumping between poles to poles

He quietly walked down towards the club room. Unsurprisingly that was kinda dark as devil's hated light. He didn't feel well at the morning too but added the fact he was never a morning person

The only light in the room was from the candles spread variously on the floor.

"_Everyone is already here, You are late slow poke" _Issei muttered

"_Will you please stay quite for a moment?" _Ben growled

_"Hey, I have nothing to do besides Ddraig is a boring company" _ Issei snapped, Ben sighed not wanting to argue with his "deceased" friend

"Oh..You came . I was worried that you slept over" Rias greeted with a smile and waved her hand to Akeno giving her some sort of a signal

"Yes, Buchou. Ben-kun, please come to the centre of the magic-circle." Akeno spoke with her usual smile

Slightly curious , Wielder of the ultimatrix walked in, Towards the centre of the circle.

"What now?" Ben groaned

"Ben-kun yesterday you broke the record of giving out leaflets. I am really proud of you" Rias spoke with proud grin

_Proud...Huh? Who was she? His mom!_

"Ara ..ara Ben-kun is amazing"

"Idiot senpai can do things well"

Ben growled at the little girl once again. Only if he had ** Toepick ** that little prick would have known her place by now

"So your job of handling leaflets are over, Now I will have you do the actual job of a Devil." Rias spoke in a jovial tone

"You mean that contract thing?"

"Yes, that's right. Though, since it's your first time, it's going to be a contract with someone who wants to make a small wish. There's two _reservation contracts_ with Koneko. Since it's hard to do both, I will leave one to you."

"…Please help me out." Koneko bowed. He wasn't going to help that girl in general but as she was a kid and she asked nicely so...

Akeno who was inside the circle started chanting something...

Then, the magic-circle started emitting blue and white lights causing our hero to freak out

"Guys…"

"Keep quiet, Ben-kun. Akeno is currently inserting your carved seal into the magic-circle. The seal which represents my family crest, People who are trying to summon us, and for people who want to make a contract with us, this sign represents our symbol."

"Alright..." Ben nodded. Magic wasn't his field anyways

"Ben-kun put your palms here" Rias ordered. Ben sighed and put his left palm towards her. It was not like he had something better to do

She drew some sort of circle into Ben's palms, Which started glowing as well

"This allows you to transport to the client's place instantly by making you go through the teleportation-type magic-circle. And when the contract is done, it lets you return to this room." Akeno spoke

"Sounds cool, A teleportation spell. I hope my head doesn't hurt like it does with Galvan teleporter " Ben replied with a sigh

"It won't" Rias denied

"Akeno, are you ready?"

"Yes, Buchou."

"You Ben?"

"Ready when you are"

" You already have the manual for what to do after getting teleported right?"

"Yeah, Just get over with this okay" Ben sighed

"Mou~ This type if attitude is bad" Rias chided " Anyways good luck"

The circle started glowing even further, Ben felt the magic passing onto his body. The vibration it was kinda same like Gwen's magical circle but it was different too. The lights covered his body

WHOOSH

When the wielder of ultimatrix opened his eyes, He found himself standing in front of skinny man wearing glasses

"Who are you? I wanted Koneko-chan. Not some skinny boy"

"Look Mister..I am from the same group and it seems your Koneko-chan is busy so tell me your wish , I am getting frustrated now" Ben gritted his teeth

"So...It's not Koneko-chan"

"She is busy. That girl is in charge of the cuteness department and she is hot in demand " Ben growled. It seemed that the guy fell in love with Koneko-chan at first sight who was the first Devil he made contract with, and since then he has been summoning her.

"It's bad.I summoned someone from the cuteness department..."

When you summon a Devil, you can wish for which Devil to summon by calling out that Devil's name. And today Koneko 's job was passed to our hero. There are cases when the Devil they chose can't be summoned, so another Devil goes as their substitute.

"Well, She is busy so you can at least tell me what was your wish?" Ben groaned, Not believing his own words. But as this was his job he wanted to get over this as soon as he could

The man blinked and took out a took out a certain thing from the corner of his room.

"I wanted her to wear this. "

"Huh, What? A school uniform?" Ben dumbfounded

"This isn't some uniform. It's the uniform of Nagato Yuki from the Suzumiya Haruhi" The man spoke with fire in his eyes

Ben face palmed. This was his first real thing as devil and all he met was a pervert. This was kinda embarrassing. Besides he wasn't much fan of animes

Except Naruto , Bleach and DBZ

_"I like Asakura Ryouko" Issei muttered_

_"Who asked you bastard?" _ Ben growled

"Devil-kun do you like Nagato Yuki?" The man asked

"I have different tastes in animes, I am more like a Bleach or Naruto fan " Ben muttered " Anyways I am curious why do you wanted her to wear that?

"Koneko-chan, looks similar to Nagato? For example her atmosphere. Though she's a bit short. Koneko-chan has a small body, she shows no expression, she has a body with no curves, her hair is short, and so they do seem similar. Nagato Yuki is also a character like that." The man also known as Morisawa - san explained

Ben growled. How come he keep encountering weird people? Especially perverts

"That's why I wanted her to wear that, I really wanted her to wear that" And with that he started crying

"_Hey, You are a superhero you should do something to help"_

_"I don't think this is a superhero situation " _Ben facepalmed

"Hey, Mister calm down. I will try to do something here" Ben sweatdropped and he activated his ultimatrix. Whatever he was going to do, He wouldn't have done that. He surely wouldn't have done that in normal case. He should have let that bastard crying but anyways all that guy wanted to see a girl. More than half of his age which was kinda pedo but still...

A familiar symbol came and he pressed the dial. Morisawa took a deep breath and calmed down. His eyes widened as a bright green flash covered the area and a humanoid mud creature stood at Ben's place

His jaw dropped on the floor when the creature transformed into replica of Koneko wearing the school uniform which was in his hand

"KYAHHH..." His eyes became starry and he rushed towards the girl. The girl frowned and her hands stretched holding Morisawa by his collar

"Touch me and I will bury you into mud" The Koneko replica scowled in Ben's voice

"DEvil-kun...Is that you?" Morisawa dumbfounded as Koneko replica let go of him

Koneko replica nodded and continued " By using this form I can morph into anyone . As you really wanted to see this girl so badly so...But don't try any funny things. I AM A BOY "

"Thanks , What's your name Devil-kun?" Morisawa asked with a bow

"I am Ben, Ben Tennyson" Ben replied with a groan "I hope you are satisfied now because I am turning back now" Ben sighed as he pressed the symbol on his belly reverting back to human...sorry devil once again

"_Whoa, You can turn into hot chicks...That's he pretty HA HA" _Issei broke out in laughter

_"He he partner...HA HA HA Diagon slayer doing this...HA HA...Oh...I will die laughing HA HA HAA"_ Ddraig joined in

_"Stop it you bastards" _ Ben growled turning red due to embarrassment and anger. Anyways the contract was fulfilled and Ben decided to never ever take Koneko's job again

**Hello guys, Sorry for the lack of action...This chapter was just a filler serving for mostly comic purpose. Well in the next chapter Ben will be meeting Asia...I won't be using Mil-tan contract. Ben isn't an otaku like Issei so those things won't make any sense. I may use that knight girl contract (yeah the love letter one) but it would be another filler. Agreed that this was kinda short...Next time I promise to be atleast 4000+**

**Even if it wasn't fun...Ben still made a contract on a first try. Despite given problems.. He he So Will he get a prize from Rias? Ha ha you never know. Any suggestion**

**Ahem, I have plans for Asia arc ...some big plans to divert from canon. Well Climax would be the same don't worry but the things in middle will surely change**

**Anyways any advice or suggestion on what to do? If you have then PM me **

**By the way please please please don't forget to review**


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